Governance

1. Introduction

1.1   The Bonino Group is a group of family-owned companies whose values have their roots in high standards of honesty, propriety and respect for others, for their dignity and their rights. The aim of this code is to define what this means in practical terms, illustrating the behavioural standards that are the basis of how our company operates. We expect all Gruppo Bonino employees to adopt these same standards when they interact with other people and companies on our behalf.

The core essence and spirit of a company is transmitted through symbols and behaviour standards that take shape and solidify over time based on rules and the key figures of the company (the manager, the executives) who filter company standards and values through their own individuality and then transmit them to those they work with.

The tone and culture of our corporate organisation is developed through the internal and external relationships our employees have, through the dynamics of adaptation and the influences that characterise how individual and collective identities are formed.

1.2   Our Mission

Our mission is to increase the value of our company (share holder  value) by developing, constructing and marketing high quality products, excellent performance reliability with cutting-edge technological content and a correct attitude towards both the marketplace and our clients.
In order to maintain our strategy over the long term, we must implement our vision by developing a portfolio of products and client support activities that will make us a leader of our category; all this with full respect for persons and the environment, with honesty and rectitude. 
To continue to prosper and grow, we have to forge even closer and stronger relationships with our costumers and suppliers. 

1.3   Those most affected

The categories of people and organisations that are affected by our actions are many, and we have responsibilities towards them. They include our employees, custumers, suppliers as well as the community within which we operate.  
The list also includes our shareholders, the owners of the business, to whom we have an obligation to PROTECT THE INVESTMENT AND ENSURE RETURNS.

1.4   Status of the Code

The purpose of this Code is to establish standards of behaviour within our company.  Any and all contracts signed by the companies within the group must comply with it.  In case of variance, the companies of the Group must act within the guidelines stipulated by this Code and not by inferior standards that may be contained in other contracts. 
As we go about our daily business, the companies of the Group must observe the standards of conduct delineated in the following.

Company Standards of Conduct

2. With regards to employees

2.1   The Gruppo Bonino strives to:

• Respect the rights of everyone
• Offer safe and healthy working conditions
• Offer competitive job contracts, salaries and other benefits
• Promote the development and the promise of the skill of its workers
• Select, train and promote employees in a fair manner, based on merit and offering everyone an equal opportunity.
• Avoid any type of discrimination of employees or potential employees for reasons of gender, race, religion, nationality, ethnic origin, political leaning, sexual preference, civic status, age, handicap or type of contract (part time, full time, temporary)
• Guarantee a work environment that does not tolerate molestation or the abuse of rank or title.
• Deal with everyone with respect and always offer feedback about their work and the observations or suggestions they make.
• Ensure that disciplinary proceedings are fully documented, correct and transparent.
• Inform all employees about changes and developments within the Group.
• Refrain from asking any employee to behave in an illegal or immoral manner that does not comply with the law.
• Respect the rights of employees to belong to any legitimate labour organisation, or to refuse to belong to one.

3. With respect to our customers

3.1   Customers satisfaction

In keeping with the ethical, social and cultural principles that guide our every action, the Group affirms the importance of striving to provide the customers with full satisfaction in terms of the products delivered and services offered. 
In order to reach this goal we must insist on an elevated standard of quality in terms of the offers available on the market; a constant commitment to the innovation of processes and products; constant monitoring of client satisfaction for every sector of activity in which the Group is involved. 
A fundamental element that we consider just as important to customer satisfaction is the Group’s ability to read the market and anticipate its direction.

We therefore intend to:

• Supply our customers with products and services that are convenient in terms of price, quality, performance, security and environmental impact.
• Enter into business accords that benefit both parties and aim to satisfy, or exceed, the expectations specified in the contracts signed.
• Seek clarity in all of our accords, avoiding ambiguity where our commitments and the expectations of our customers are concerned, and making sure that our customers are able to live up to their financial responsibilities where we are concerned.
• Make sure that any lack in quality or performance in our products is handled promptly and with the least amount of inconvenience to our customers.
• Avoid signing deals or gaining other commercial benefits by way of corruption or incentives of dubious nature.
• Adopt every reasonable measure to prevent the sale of falsified versions of our products.

4. With respect to our suppliers

4.1   We must, therefore:

• Choose the suppliers of goods or services based on their reliability and their ability to meet up to their contractual obligations, based on the price and quality of the goods or service offered, without any discrimination.
• Respect the contracts signed with suppliers and not exploit possible involuntary errors committed in the drafting of the document.
• Seek clarity in all contracts, and avoid any ambiguity where our commitments and our expectations of the supplier are concerned.
• Enter into business with suppliers on the basis of their commitment to our Code of Ethics, above all where our policies regarding work conditions, the environment, safety and health are concerned.
• Clearly specify payment terms and conditions and make sure payments are punctual and in line with the conditions agreed upon; avoid using legal technicalities to delay or deny payment.
• Avoid engaging in business relationships with persons or organisations that might be involved in illegal activities or activities that do not live up to our business ethics.

5. With respect to the community at large

5.1   We must, therefore:

• Respect all the requisites of the law and the regulations of every country in which we operate.
• Strive to minimise the eventual negative effects our activity might have on the environment and natural resources.
• Engage in proper relationships with political parties, with labour unions and association in general and abstain from making donations of any sort to them.
• Encourage our employees to be active participants in the community.
• Support community and charity organisations and activities.

6. Other aspects

6.1   Efficiency and efficacy

Success also means making decisions rapidly, with determination and seeing that what is decided becomes reality. 
The decision making process must keep such criteria as responsibility, delegation and simplicity in mind, and the consequences of the decision must be verified.
Reaching your own personal goals is, in and of itself, not necessarily your most important contribution to the company. A company is built around a strong and shared commitment to teamwork, to the pooling of competences needed for the successful conclusion of various operations.
In an historical period of time marked by quick change, we all understand the importance of stimulating creativity and rewarding those who come up with innovative ideas and those who can handle change using inevitable errors as an opportunity to learn and grow. 
Ability, determination and professional competence are vital fundamental components in our efforts to reach efficient results.

6.2   Competition

The best way to gain knowledge of the value of one’s own company and find ways to improve is to compare yourself both on a national and international level with your competition, an evaluation process that is indispensable. 
Knowing how you stand in relation to the market and your competition is fundamental to your own constant improvement both in terms of product and processes. 
Willingness to compare ourselves to more advanced competitors implies that the Group has the will and the ability to accept and create a new philosophy and design work methods that are different than those habitually applied.

6.3   Financial matters

All the transactions done by any company in the Group must be transparent, fully documented and accurately registered in the corporate accounting reports in compliance with proper bookkeeping procedures. They will be subject to both internal and external audits.

6.4   Discretion

The Bonino Group strives to be very discrete when it comes to information in its possession about its employees and business partners.  This information will be shared only with those who need it to do their jobs.

6.5   Comprehension and conformity

• We will design and implement programmes to inform all present and future employees about our rules regarding corporate conduct and what is expected of them.
• We will require all of our managers to report back to us at least once a year regarding their own observance of our corporate conduct standards and about the measures in place for informing all employees about the standards, as well as monitoring their application.
• The code of ethics cannot describe each and every type of behaviour or situation, but it does set out conduct criteria whose observation and implementation is entrusted to the sense of responsibility and interpretative ability of those to whom it applies, who – in case of doubt or uncertainty – are required to ask for advice from the next person up in the hierarchy.

Group policy with regards to work standards

1. Principle

2. Policy

2.1   Our employees

It is our policy to ensure that the health, safety and labour rights of all the employees of the companies of the Group are fully respected and protected.  We are committed to obeying the labour laws and regulations that govern our industry. 
The Group adheres to the Corporate Code of Ethics which draws its inspiration from all of the best labour practices in existence today.

2.2   Our suppliers

All of our suppliers have their own suppliers, who, in turn are served by others. It would be impossible for us to check on the work conditions of this vast number of people who in one way or the other contribute to the manufacturing of our own final products. Our monitoring policy is, therefore, aimed mainly at our own direct suppliers, encouraging them to, in turn, apply this same policy with theirs. 
Our suppliers must treat their workers in an adequate manner, in compliance with our standards and those recognised on an international level. 
We have drafted a work standards guide for our suppliers to inform them of the manner in which we encourage them to treat their own personnel.

The main points are:

• A just salary
• Reasonable shift lengths
• Safe and clean working conditions
• No child labour
• No discrimination of any sort among the employees
• Freedom of association must be respected
• Regular work contracts applied

The Code reflects the basic code of the Ethical Trading Initiative (ETI) and is in compliance with the conventions and recommendations issued by the International Labour Organisation (ILO).

The Group’s environmental protection policy

The Bonino Group believes that environmental issues are a determining element of our commitment to reach high standards of   sustainable growth. 
Fully aware that our activities impact the environment in various ways we aim, through ongoing improvement efforts, to minimize the negative effects on the environment and natural resources of the earth, while protecting the health and safety of our employees and the community at large.
To achieve this, the Group is committed to:

• Complying with or exceeding the requirements of the law. If these are inadequate, then we will impose our own standards in line with our own ethical and environmental criteria.
• Develop and implement a series of procedures aimed at monitoring, checking and verifying the nature of our impact on the environment and adjusting it accordingly.
• Encourage our suppliers to recognise their own environmental responsibilities.
• Guarantee safe work conditions for our employees, encouraging them to suggest improvements and offering training programmes where needed.
• Design and manufacture our products in full respect for the environment, increasing our use of adequate materials and processes.
• Strive to inform the end user of our products about how to use and then responsibly eliminate the product and its packaging.