Code of Ethics

ETHICAL PRINCIPLES AND VALUES INSPIRING THE CULTURE AND THE CONDUCT OF THE COMPANY

Approved by the Board of Directors on May 15th, 2017

DEFINITIONS

In this Ethical Conduct:

“LANZA” refers to “LANZA COMMERCIO DETERGENZA S.A.P.A.”;
“Recipients” refers to employees, LANZA staff, LANZA shareholders, as well as every other person who works for LANZA in order to achieve LANZA’s goals;
“Partners” refers to customers, suppliers, business partners, as well as all those categories of individuals, groups and/or institutions which contribution is required in order to realize LANZA’ s mission, or which have an interest in order to achieve it.

INTRODUCTION

This Code reflects the commitments and the ethical responsibilities taken by LANZA in the conduct of its business and the company itself.
All Recipients shall follow the principles and rules contained in the Code of Ethics, the respect of which is of paramount importance in order to grant LANZA’s good operation, reliability and good reputation, and are fundamental for granting the company success.
The Code of Ethics is aimed at ensuring that operations, working and relationships between interns and third parties will be carried on with fairness, loyalty, integrity and transparency.
All Recipients shall know the contents of the Code of Ethics and give their contributions for its implementation and improvement. If Recipients violate Code of Ethics rules, they violate the relationship of trust with the company.

History
The company was founded in 1993 for carrying out wholesale and retail trade of personal care products, supplies, cleaning, household products, perfumes, electrical and electronics products and articles, groceries products and trinkets in general.
During the years, the company has widened its activity areas and, today, it:

imports and exports on the wholesale and retail trade market (including the e-commerce) any kind of products indicated in the food and non-food industry products categories, including magazines, newspapers, flowers, plants, seeds and agricultural products, phone products and cards;
produces directly or through third companies the products that are traded by the company;
resells salts and tobaccos and other kind of monopoly products;
sells on the wholesale and retail trade market pharmaceutical and parapharmaceutical products, as provided for by Law;
provides food and drinks, manages public places such as restaurants, bars, coffee houses, pizza restaurants, bakeries, sandwich bars, ice cream shops and similar;
manages dance halls, clubs, gaming rooms and spaces for entertainment and free time;
provides technical, commercial and organizational consultancy, as provided for by Law;
provides data-processing services;
manages refueling stations of every kind of fuel, gas, diesel and gpl, also automatic or self-service, with day/night duties;
manages manual, automatic and semi-automatic vehicles washing plants.

Mission
LANZA wants to be the reference point of the distribution of home, personal & beauty care products, pet food and accessories in order to meet the needs of every consumer, increasingly sensitive and demanding in their purchasing choices.
LANZA wants to encourage the retailer’s customers freedom of choice and to fill the home cleaning department, personal care, pet food & accessories and small household of shops and supermarkets, ensure the availability of the products and quick deliveries throughout Italy.
Also an accurate and careful research on international markets provides a wide range of new and interesting products to propose to retailers and wholesalers.

Reputation value
Good reputation is an essential immaterial resource which promotes customers trust, the attraction of the best human resources, supplier’s serenity, reliability towards creditors.

Reciprocity value
Is Code is aimed at providing to the parties involved a mutual benefit from an ideal cooperation respecting each roles. Therefore, the Code requires that each Recipient and Partner follows the rules and principles inspired by an ethical conduct.

1. GENERAL PRINCIPLES

The Recipients of the Code of Ethics shall always respect the following guiding principles:

Impartiality
LANZA undertakes to avoid any discrimination on the basis of age, sex, health status, race, nationality, political opinion and religious believes when it has to take decisions regarding costumers selection, personnel management or work organization, suppliers selection and management, relations with the surrounding community and its representing institutions.

Legality
In the course of their professional activity, LANZA employees and/or collaborators shall respect not only the provisions provided for by this Code of Ethics, but also all the current laws and regulations in force in all countries in which LANZA works. Pursuing LANZA’s interests can never justify a dishonest conduct.

Fairness in case of potential conflict of interests
Recipients of the Code of Ethics undertake to avoid the verification of any situation in which there could be, or appear to be, any conflict of interest between themselves and LANZA. This means that they shall refrain from pursuing a different interest that the one of the Mission described above, or to gain a personal profit or advantage from any of the company’s business opportunities.

Confidentiality
LANZA ensures the confidentiality of the information in its possession and abstains from seeking confidential data, without prejudice to cases of express and informed authorization and in conformity with the statutory provisions. Moreover, LANZA Partners are required to not use any information acquired in the execution of their activities for any purposes other than those linked to the specific exercising of their activities.

Equity investment exploitation
LANZA’s management is aimed at preserving and increasing the company’s value.

Human resources value
LANZA’s employees and collaborators are essential for the success of the company. This is the reason why LANZA promotes and protects people’s value in order to improve and increase every worker’s skills. LANZA undertakes to make the authority exercised with fairness and correctness, avoiding any abuse. Particularly, LANZA seeks to avoid that the exercise of authority becomes an exercise of power which affects employees and collaborators dignity.

Person’s integrity
LANZA undertakes to guarantee the protection of working conditions in terms of physical and mental well-being workers and the respect of their moral personality, to prevent unlawful conditioning and or undue discomfort. Threats or requests aimed at inducing people to act against the laws or the Code of Ethics, or at adopting behaviors which may harm someone’s moral or personal preferences, won’t be tolerated.

Agreements fairness and correctness
Agreements and work assignments shall be follow what the parties have consciously decided. Every person operating in the name and on behalf of LANZA shall not take advantage of any contractual gaps or unexpected events in order to renegotiate the agreement for exploiting the dependence or weakness position of the other party.

Quality of services and products
LANZA business is aimed at ensuring the satisfaction and protection of its customers by following the requests which could improve the quality of the services provided. This is the reason why LANZA directs its research and development activity to the achievement of high standards of quality and continuity of service.

Fair competition
LANZA intends to protect fair competition and undertakes to abstain from collusion, predatory behavior and abuse of a dominant position.

Transparency of operations
All the actions, operations, transactions and behaviors taken by LANZA employees and workers regarding the activities pursued in the exercises of their own competences and responsibility shall be conduct with the utmost correctness, transparency, objectivity.
There has to be the possibility to control the decision making and authorization process, as well as the performance of the operations having an impact on the relations with Partners. In particular, traceability and identification of the person who has authorized, made, registered and verified the operation itself has to be granted.
Especially, accounting operations shall be registered correctly by following the criteria provided for by the laws and the accounting policies.

Efficiency, effectiveness and cost-effectiveness
Recipients undertake to use the highest quality standards for reaching the efficiency and effectiveness of their actions, as well as the management cost-effectiveness.

2. STANDARDS OF CONDUCT

Recipients of the Code of Ethics have to respect the following criteria:

2.1 Relazioni con i dipendenti e/o collaboratori

2.1.1. Staff selection The evaluation of new staff is done on the basis of the correspondence of the candidate profiles with the required positions and company needs, in compliance with the rules of equal opportunities for all stakeholders.
The information requested is strictly linked to the verification of the aspects listed in the professional profile and psychological and skills test, respecting the private life and opinions of the candidate.

2.1.2. Constitution of the employment relationship Staff are hired with valid legal work contracts.
On establishment of the employment relations, each worker receives accurate information concerning:

function and tasks to be carried out;
regulatory and salary-related elements, as governed by the national collective bargaining contract;
rules and procedures to be adopted in order to avoid potential health risks associated to the working activities;
content of the Code of Ethics.

This information is presented to the worker in order to ensure that the acceptance of the position is based on full and effective understanding of the job.

2.1.3. Privacy protection Employees and/or collaborators privacy is protected by adopting standards which specify the information required by the company to the employee and/or collaborator and the related data processing and storage.
No investigation can be made on ideas, preferences, individual tastes and, in general, on Employees and/or collaborators personal life. Without prejudices to cases provided for by the laws, it is forbidden to communicate and/or release the personal data of employees and/or collaborators without their previous consent.

2.1.4. Integrity and individual protection LANZA undertakes the protection of employees and/or collaborators moral integrity by granting the right of working in conditions which respect the human dignity. This is the reason why the company protects its workers from physical and psychological acts of violence and works against any attitude or behavior which can be discriminatory or harmful for the individual or his/her beliefs.
Sexual harassment is forbidden and behaviors or speeches which could upset an individual sensibility shall be avoided.

2.1.5. Staff management LANZA avoids all forms of discrimination towards its employees and collaborators.
Within the staff management and development processes, as well as during selection, the decisions taken are based on the correspondence between the expected profiles and the profiles of employees and collaborators (for example in the case of promotion or transfers) and/or considering merit (for example, the use of results-based incentives).
Access to roles and appointments is also established considering competencies and skills.
The evaluation of employees and/or collaborators involves managers and, as far as possible, subjects who have entered into contact with the evaluated person. Each manager has to enhance employees and/or collaborators working time by requiring a performance consistent with their job description and work organization plan.
LANZA undertakes to involve employees and/or collaborators in the conduct of work and provides participation and discussion meetings for carrying out the company’s goals.

2.1.6. Health and safety at work LANZA undertakes to disseminate and consolidate a culture of safety, even with preventing actions, developing the awareness of risks and promoting responsible behavior by all employees and/or collaborators.
LANZA wants to protect its human, capital and financial resources, seeking the necessary synergies not only inside the companies, but also with companies, suppliers and customers involved in their business.

2.1.7. Duties of employees and/or collaborators Each employee and/or collaborator has to respect the obligations provided for by the work contract and the provisions of the Code of Ethics, meeting the performance required. The employee and/or collaborator has to grant also the integrity, safety and disposal of the information acquired by knowing and putting into force the related company policies.
LANZA’s employees and/or collaborators undertake to keep reserved the reserved information on LANZA in any way acquired, oral or written.
LANZA’s employees and/or collaborators shall give complete, transparent, comprehensible and accurate information so that Recipients can take independent and informed decisions on the interests involved, evaluating the various alternatives at their disposal and the related consequences. Particularly, persons representing LANZA, while dealing with customers, potential customers, suppliers or commercial partners, shall act with maximum transparency and ethical conduct.
LANZA’s employees and/or collaborators shall avoid the verification of any situation in which there could be a conflict of interest and shall refrain from taking personal advantage of business opportunities that they became aware of during the performance of their tasks.
Each employee and/or collaborator shall act with due care by taking responsible behavior and following the operating procedures in order to protect the company assets.
Particularly, each employee and/or collaborator must not make an improper use of the company assets which could cause damage or efficiency reduction, or which could be against LANZA’s interest.
Having regard to software application, each employee and/or collaborator shall:

carefully respect the provisions provided for by company security policies in order to not compromising the computer systems’ function and protection;
refrain from sending threatening and insulting emails, using an unappropriated language, expressing comments which could offend a person and/or damage the company reputation;
refrain from surfing the Internet on websites with offensive and undignified contents.

2.2. Relations with shareholders

2.2.1. Transparency towards the market LANZA pursues its Mission by granting the full transparency of the choices made. Therefore, LANZA undertakes to adopt some policies apt to ensure the correctness and truthfulness of company communications (such as balance sheets, periodical reports, informative prospectuses, etc.). Financial communications of LANZA respect the provisions provided for by the laws and are characterized by an understandable language, completeness, promptness and symmetry of information towards all the common shareholders.

2.2.1. Transparency towards the shareholders LANZA creates the conditions for allowing the shareholders to take aware decisions.

2.2.3. Duties of shareholders LANZA’s shareholders shall respect the provisions and principles of the Code of Ethics and grant a regular and informed participation to the boards’ meetings and activities.

2.3. Relations with Recipients 2.3.1. Information treatment LANZA processes the Recipients information acquired in the full respect of confidentiality and privacy of those concerned. To this purpose, specific policies and procedures regarding information protection are applied and constantly updated. Especially, LANZA:

defines an organization for processing the information acquired which ensure the correct separation of roles and responsibilities;
classifies the information acquired on the basis of their increasingly criticality level and adopt the appropriate countermeasures in each stage of the treatment process;
submits to third parties who intervene in the information treatment process the subscription of confidentiality agreements.

2.3.2. Gifts, presents and benefits It is not permitted to offer or promise money, gifts or compensation of any form, that may reasonably be interpreted as exceeding the normal commercial practice or courtesy, or in any way aiming to acquire favorable treatment in the execution of any activity which may be linked to LANZA. Acts of commercial courtesy may be permitted only if they are of modest value and in any case such as to not compromise the integrity and reputation of LANZA.
It is to be pointed out that a gift is considered as any kind of benefit (such as facilities on provided services, the promise of a job offer, etc).

2.3.3. Agreements and communications with customers
Agreements and correspondence with LANZA’s customers have to be:

drawn up in clear and simple terms, formulated in a language that is as close as possible to that normally used;
compliant with all statutory laws, without recourse to misleading or improper practices;
complete, in order to avoid the neglect of any element that may be important for the customer's decision-making process.

2.3.4. Relations with customers
LANZA undertakes to satisfy its customers impartially, in compliance with contracts and set quality standards, with the utmost professionalism, availability, courtesy and collaboration, in order to ensure the provision of the highest possible service. Moreover, LANZA undertakes to limit the formalities required to its customers and to adopt simplified payment procedures and, when it is possible, computerized and free of charge.

2.3.5. Selection of suppliers Purchasing processes are based on the search for the best possible value for LANZA and the granting of equal opportunities for all suppliers; they are also based on pre-contractual and contractual behavior founded upon indispensable and mutual loyalty, transparency and collaboration.
Particularly, when LANZA has to choose between different suppliers in competition with each other, it carries on an impartial decision in order to give to its customers the best solution and competences in both quality and economic terms.

2.3.6. Use of other companies’ software In Italy, software is protected by specific laws updated with the technological development and European Union directives, the violation of which is punished with administrative and criminal sanctions.
Particularly, use of copies and illegal duplication of software constitute a crime, the commission of which could lead to serious consequences for LANZA and its Recipients, like the one related to their reputation.
Furthermore, buying non-original software is punished with serious actions and administrative-monetary sanctions according to existing laws.
On the basis of the applicable law, LANZA undertakes to always use/supply original software products, or their authorized copy, in particular when the products involved concern the ones own by third parties which are necessary for completing a specific solution.
The products specified above will always have to have users’ licenses.

3. SUPERVISION AND CONTROL

3.1 Adoption and importance of the Code of Ethics
Adoption, governance and internal control of the implementation of the Code of Ethics is aimed to integrate strategies, politics and company policies with the mutual ethical principles and values, as well as to verify and control the conformity with the ethical provisions of the actions and behaviors taken.
The Code of Ethics is hung on the bulletin board and is published on LANZA’s website (www.ladetergenza.com). In any case, all the Recipients of the Code of Ethics allegedly know its principles.
Furthermore, LANZA brings the Code of Ethics to the attention of every Recipient and other person the company enters into business with.
Training activity on Code of Ethics principles will be organized by LANZA in order to provide to its workers the awareness and knowledge of the procedures adopted. This activity is apt at applying the ethical principles in workers’ day-to-day tasks.

3.2. Sanctions
The breach of the Code of Ethics represents the breach of contractual obligations (including work contracts, self-employment contracts, supply agreements and other contractual business agreement concluded by LANZA and third parties), with all legal consequences.
Particularly, in case of breach of the aforementioned rules, all provisions provided for by laws, agreements, company regulation and the Organization, Management and Control Model according to the Italian Legislative Decree no. 231/2001 (for the parts apt at preventing the commission of one the offences provided for by the above mention Legislative Decree) apply.