Code of Ethics

1. PREAMBLE

MECALUX (hereinafter MECALUX), is committed to business ethics, honesty, transparency, professionalism in management and continuous improvement. With this commitment, in 2015 it drew up this Code of Ethics, which develops the values and principles that must serve as a guide to the actions of all employees, suppliers, collaborators and other natural or legal persons related to the company in the performance of their occupational or professional activity.

2. CONTEXT OF THE ORGANISATION

MECALUX is dedicated to the manufacture and sale of metal shelving, automated warehouses and other storage solutions and the provision of related services.

MECALUX has positioned itself as a leading company in its sector, progressively growing its business over its more than fifty years of existence by means of the direct presence of its subsidiaries in Europe, South and North America.

3. PURPOSE OF THE CODE OF ETHICS

The purpose of this Code of Ethics is (i) to establish the models and guidelines for business-like, ethical and responsible conduct that must guide all employees, suppliers, collaborators and other natural or legal persons related to the company in the performance of their occupational or professional activity, (ii) to prevent any criminal or illicit conduct in the performance of business activity and (iii) to establish the monitoring and checking mechanisms necessary to ensure compliance.

The scope of application covers:

1. Members of the governing bodies of MECALUX.
2. Management personnel.
3. All employees of the company.
4. Third parties related to the company, who assume the commitment to adhere to the values, principles and conduct guidelines of MECALUX.

This Code of Ethics constitutes one of the main elements of the management of Corporate Social Responsibility (CSR) and is the channel for the development of the corporate principles:

1. Responsibility, assuming commitments and acting in consequence.
2. Integrity, showing exemplary, honourable and respectful conduct.
3. Respect for the social and natural environment.
4. Efficiency, optimising activities simply and effectively.

4. VALUES

4.1. RESPECT FOR HUMAN RIGHTS

MECALUX complies with the ten principles of the UN Global Compact as regards human rights, labour, the environment and anti-corruption, on which there is universal consensus, in all its business activities. MECALUX also respects the freedom of association and the right to collective bargaining, as well as non-discrimination in employment and occupation, eliminating forced labour and rejecting child labour, all of which are basic principles to be respected in the development of all business activity of MECALUX.

MECALUX also complies with the principles of the International Labour Organisation on non-discrimination, free association and the elimination of forced labour.

MECALUX promotes non-discrimination based on race, nationality, social origin, age, gender, marital status, sexual orientation, ideology, political opinions, religion or any other circumstance concerning the private or public life of persons.

MECALUX promotes equal treatment of men and women as regards access to employment, training, promotion and working conditions, according to the needs of each job position at any given time.

MECALUX rejects all forms of violence, of physical, sexual, psychological, moral or other forms of harassment, abuse of authority at work and any other behaviours leading to an intimidating or offensive atmosphere for the personal rights of its employees.

Specifically, MECALUX promotes measures to prevent sexual and gender-based harassment.

In its commitment to respect for Human Rights and integration in its specific milieu and market, MECALUX takes part in the life of its business, social and institutional community.

4.2. RESPECT FOR AND PROTECTION OF THE ENVIRONMENT

MECALUX complies with applicable environmental legislation, standards and regulations in all the countries in which it operates, as well as with its own environmental policies and operational procedures.

1. complying with legislation and other applicable environmental requirements;
2. ensuring that its personnel understand its responsibility in environmental matters;
3. putting an environmental management system in place.

These commitments find concrete expression in:

1. the company’s informing all its employees and suppliers of the content of its Environmental Policy;
2. the use of analysis and optimisation in order to achieve higher levels of environmental protection and prevent pollution;
3. monitoring and checking to ensure that legislation and other applicable requirements are complied with;
4. compliance with rules on managing waste, discharges and emissions;
5. awareness-raising and training on these matters for all employees whose activities have a significant environmental impact.

4.3. COMPLIANCE WITH THE LAW AND ZERO TOLERANCE FOR CRIME

Compliance with local, national and international laws wherever it has business activities if of vital importance to MECALUX.

Violation of laws and regulations could have very serious consequences: prison sentences, fines and damage to reputation.

All MECALUX management personnel are obliged to familiarise themselves with the main laws, directives and business policies relevant to their area of responsibility. An exhaustive knowledge of the laws and business policies in force is particularly important for managers who, due to their specific functions or to the positions to which they have been appointed, are responsible for the Group companies’ and their employees’ complying with these laws and directives.

In the event of any doubt as to the legality of a decision, the company’s Legal & Compliance Department must be contacted.

4.4. ABSOLUTE REJECTION OF FRAUD AND CORRUPTION

MECALUX is committed to preventing offences and fraud and in particular practices that may be considered irregular in the conduct of its business relations with clients, suppliers, service providers, competitors, authorities, etc., including those relating to money laundering.

Any kind of fraudulent conduct is prohibited, irrespective of whether it affects the assets of the company or those of third parties. Appropriate monitoring and checking measures must be established to prevent any fraudulent activity (such as fraud, embezzlement, theft, misappropriation, tax evasion or fraud or money laundering).

In MECALUX it is forbidden to offer, give or receive bribes of any kind, whether in the public or the private sector. Hospitality, when offered in good faith and within reasonable limits, and business expenses designed to maintain relations of courtesy or the presentation of products or services, are accepted by the company. However, the Anti-corruption Policy of MECALUX establishes that these favours may not be offered or accepted when the purpose is to obtain or grant an undue advantage. Specifically, no favours of any kind may be accepted from or offered to any public official.

5. OUR EMPLOYEES

5.1. SELECTION AND EVALUATION

MECALUX selects and promotes its employees on the basis of their individual and collective abilities and their work performance.

MECALUX promotes non-discrimination based on race, nationality, social origin, age, gender, marital status, sexual orientation, ideology, political opinions, religion and equal opportunities in accordance with the needs of each job at any particular time.

5.2. RESPONSIBILITIES

MECALUX employees must be guided by the following behavioural guidelines:

1. devote working hours exclusively to business matters in the best interests of MECALUX;
2. avoid attitudes that may be considered directly or indirectly as harassment or bullying and report any such behaviour to the company;
3. avoid attitudes that may be considered directly or indirectly illegal or corrupt;
4. defend free and fair competition;
5. treat others with respect and consideration.

5.3. CONFLICTS OF INTEREST

MECALUX employees must avoid involvement in situations that give rise to conflicts of interest. A conflict of interest is considered to exist in circumstances in which there is a direct or indirect conflict between the personal interests of an employee or person related to an employee and the interests of MECALUX.

As regards potential conflicts of interest, employees must observe the following general principles:

1. Independence: act at all times professionally, loyally vis-à-vis MECALUX and its shareholders and independently of one’s own interests or those of third parties. Consequently, employees shall in any case refrain from putting their own interests before and to the detriment of those of MECALUX.
2. Abstention: abstain from involvement in or influencing decisions that may affect MECALUX, from participating in meetings in which such decisions are proposed and from accessing confidential information concerning this conflict.
3. Communication: report any conflicts of interest affecting them. To this end, the existence of an actual or potential conflict of interest must be communicated in writing to the employees’ immediate line superior and to the Personnel Department.

The same procedure applies to actual and potential clients and suppliers.

5.4. ACCURACY AND INTEGRITY OF THE BOOKS, RECORDS AND ACCOUNTS

Transparency of information is a fundamental standard that must govern the actions of MECALUX employees. No transaction or procedure may be structured so as to circumvent the internal control system established.

5.5. ASSETS AND PROPERTY

Employees must protect all business assets, such as intellectual and industrial property, electronic media, equipment, funds, products and services and promote their efficient and legitimate business use.

One of MECALUX’s most valuable assets is its good reputation. Each and every employee is personally responsible for avoiding any possible actions that might harm the reputation of MECALUX, and for complying with the laws in force and with the company’s internal regulations.

5.6. CONFIDENTIAL INFORMATION

Employees must protect such confidential information, business information and trade secrets of MECALUX as they may access in the performance of their activity and may not make use of such information for their own personal gain or that of third parties.

Employees further undertake not to disclose personal data of employees, clients, suppliers or collaborators of MECALUX without the express consent of the data subjects or unless such disclosure is covered by the laws and regulations in force. In no case may personal data of employees be processed for purposes other than those legally or contractually provided.

6. RELATIONS WITH THIRD PARTIES

6.1. RELATIONS WITH CLIENTS

MECALUX is a company oriented to customers’ needs, offering them the solutions and services they need.

The business activity of MECALUX is based on the long-term relations it maintains with clients. MECALUX’s commitment to its customers centres both on providing safe products and services of excellent quality and on their maintenance where necessary.

6.2. RELATIONS WITH PUBLIC ADMINISTRATIONS

Relations with public administrations must be absolutely transparent, honest and correct. MECALUX employees are prohibited from directly or indirectly offering, granting or seeking to obtain undue advantages or benefits, whether for MECALUX, for themselves or for a third party.

In particular, they may not give or receive any kind of bribe or commission to or from any other party involved, such as civil servants, personnel of other companies, political parties, clients, suppliers or shareholders.

6.3. SUPPLIERS

MECALUX employees must select and contract suppliers on the basis of an objective and impartial assessment, avoiding any conflicts of interest or favouritism in the selection.

MECALUX requires its suppliers to comply with the company’s ethical principles in their relations with it, and to be familiar with and comply at all times with the provisions contained in this Code of Ethics, by subscribing to it.

6.4. COMPETITORS

MECALUX will comply with the laws and regulations on the defence of competition, avoiding any conduct constituting or that might be seen as constituting collusion, abuse or restriction of competition.

7. PRODUCT

MECALUX uses its best efforts to comply with all legislation, standards, regulations, registers and other orders in force at the local and global level in the countries in which it operates.

The interaction of MECALUX with its clients, regulators and certification bodies must at all times be pro-active and transparent.

8. HEALTH AND SAFETY

MECALUX promotes a programme of health and safety at work and will adopt the preventive measures established in this regard by the legislation in force at any given time.

The responsibility of MECALUX is to create working conditions that meet the health and safety requirements. Protecting the health and safety of employees in the workplace is a priority for MECALUX.

MECALUX employees undertake to respect and comply with the rules relating to health and safety at work, with a view to preventing and minimising occupational risks.

If an employee becomes aware of a dangerous situation, it is his or her duty to report it to the Head of Prevention without delay and to take such corrective measures as may be appropriate.

MECALUX endeavours to ensure that all its employees conform to its standards and complete the programmes in health and safety at work.

9. WHISTLE-BLOWER’S CHANNEL

Employees, suppliers, collaborators and any other natural or legal persons related to MECALUX in the performance of work, who become aware of any non-compliance, must immediately report it to the company through the Whistle-blower’s Channel made available by the company on its website.

Reports can be made either anonymously or by name, and are given the same treatment and consideration, and reports made in good faith will be protected from any kind of reprisals that might arise as a result of the report.

The reports will be considered confidential.

MECALUX undertakes to process these data in strict compliance with the legislation on the protection of personal data.

Any conduct contrary to the principles contained in the Code of Ethics and in the rest of the internal rules in force in the company may give rise to a disciplinary procedure and possibly to the application of the corresponding sanctions regime, depending on the seriousness of the non-compliance and within the legal framework applicable in accordance with the Workers’ Statute and the applicable Collective Bargaining Agreements.

10. SANCTIONS REGIME

MECALUX will impose the necessary disciplinary measures, in accordance with the legislation in force, for the effective application of the Code of Ethics.

11. DISSEMINATION OF THE CODE OF ETHICS AND CONTINUOUS IMPROVEMENT

The Code of Ethics shall be made available to and made known to all persons linked to MECALUX.

The Code of Ethics shall be periodically reviewed and updated.

Any revision or updating that involves a significant change to the Code of Ethics, even if it is required by the national legislation of a country in which MECALUX operate, shall require approval by the Board of Directors of MECALUX.

12. APPROVAL

The Code of Ethics was approved in the meeting of the Company’s Board of Directors held on 30 June 2015. It was subsequently revised and updated in October 2018. Approved by the Board of Directors in its meeting of 20 December 2018.

The Code of Ethics was again revised and updated in March and April 2023, and approved by the Board of Directors of MECALUX, S.A., in its meeting of 30 May 2023.