1. General Information
Foreign trade company Przedsiębiorstwo Handlu Zagranicznego BARTIMPEX S.A., with its seat in Mariew, insurance company Towarzystwo Ubezpieczeń i Reasekuracji CIGNA STU S.A., with its seat in Warszawa, European cooperation bank Bank Współpracy Europejskiej S.A., with its seat in Warszawa, bio-fuel holding Brasco Bartimpex – Holding Biopaliwowy S.A., with its seat in Warszawa, spirit company Kompania Spirytusowa WRATISLAVIA S.A., with its seat in Wrocław, and Przedsiębiorstwo Przemysłu Fermentacyjnego AKWAWIT S.A., with its seat in Leszno – compose the group of companies called “Bartimpex Group” in this Code of Conduct below.

Bartimpex Group pays particular attention to fairness, ethical conduct, and professionalism in all fields. It is the policy of Bartimpex Group to follow the regulations and official interpretation of law in reference to the business run by Bartimpex Group.

Bartimpex Group established the Code of Conduct, which includes policy, practice, and procedures being a part of a programme to prevent and detect illegal, improper, and unethical behaviour in Bartimpex Group. The Code of Conduct is an important part of the internal control structure; it also helps to use efficient control of the business.

The Code of Conduct refers to directors, proxies, representatives, employees, and agents of Bartimpex Group, who are hereinafter called “the Employees".

Violating the principles of the Code of Conduct or other principles of Bartimpex Group are subject to disciplinary penalties, including the termination of employment contracts and/or other agreements. In justified cases, civil and disciplinary measures will be taken.

Each Employee should follow the detailed principles of Bartimpex Group policy, which are included in this Code of Conduct, when performing his or her tasks. The Code of Conduct is available on the website of PHZ Bartimpex S.A. at: www.bartimpex.pl

 

2. Interpretation and Application of Bartimpex Group Policy.
An employee of Bartimpex Group should:
- Generally understand the policy principles of individual Members of Bartimpex Group and know where the policy can be found.
- Familiarise him or herself with the details of the Employer’s policy in reference to their scope of obligations.
- If any doubts occur in reference to the conduct according to the Code, an employee should notify his or her immediate supervisor or the Management Board of his or her Employer or of PHZ Bartimpex S.A. without any delay.
- Periodically confirm that the principles are understood and his or her conduct remains in line with the policy of Bartimpex Group.

Reporting Policy Violation

- An employee who has justified suspicion that the Code of Conduct of Bartimpex Group or other rules of the Group’s policy have been violated is bound to report the matter. Such a notification can be submitted either in writing or orally, unless the detailed procedure provides otherwise; this notification should be given to: - His or her immediate supervisor; - The Management Board of the Employer; - The Board of PHZ Bartimpex S.A.
- The immediate supervisor who received such a notification about a suspicion of violating the Code of Conduct from his or her employee should report the matter to the Employer’s Management Board or to the Board of PHZ Bartimpex S.A.
- The Employer’s Board or the Board of PHZ Bartimpex S.A. or their representatives will investigate the suggested infringement of the Code of Conduct or other rules. Depending on the results of this investigation, these authorities will take appropriate legal action. The Members of Bartimpex Group shall not bring to justice any employee who notifies in good faith about the possible violation of law or regulations, the Code of Conduct, or other rules of Bartimpex Group.

 

3. Employment Rules
This is a policy principle of Bartimpex Group to give equal opportunities when employing; this guarantees positive work environment supporting effectiveness and equal opportunities in employment, and prevents discrimination. The Members of Bartimpex Group play the role of Employers and give equal opportunities for employment; this means that the decisions concerning employment are taken on the basis of individual qualifications and skills, regardless of race, sex, age, disability, creed, origin, sexual orientation, etc.

Non-discrimination clause – due to the above-mentioned reasons, none of the Employees can suffer discrimination. Those Employees who encountered such a discrimination form should report this matter to their immediate supervisor and/or their Employer’s Board without delay. Every Member of Bartimpex Group will undertake appropriate disciplinary measures against anyone who is proved guilty of discrimination against any employee.

Actions aiming at providing equal opportunities – organisation units of Bartimpex Group require Plans of Action for providing equal opportunities. These units should make every endeavour to guarantee that the group of candidates for a vacancy is composed of individuals with differing features. The candidates should be selected according to their qualifications and skills.

 

4. Membership in Management Board and Management Personnel
Appointment to a management or supervisory board of an entity which is not associated with Bartimpex Group requires from an employee to obtain a written permission from his or her Employer. Such an appointment cannot cause conflicts of interest as described in the principles of the “Conflict of Interest” clause below; what is more, such an appointment cannot interfere with the fulfilment of tasks for Bartimpex Group.

 

5. Conflict of Interests
It is a policy of Bartimpex Group to avoid any situation in which the conflict of interest between Bartimpex Group or its Employees occurs or may occur. The conflict of interest can occur when an employee is directly or indirectly related with a current or potential supplier, competitor, or customer, also through the members of his or her closest family.

 

6. Gifts Giving and Receiving
The Employees can give or receive common gifts and accept invitations for meals, both of which result from business relations and are within reasonable price limits, unless they are illegal or violate the policy used by Bartimpex Group. The value of each gift, given or received, should not exceed the amount of PLN 76.00. The expenditures on gifts made by individual Members of Bartimpex Group are to be appropriately posted.

The Employees are not allowed to offer, give as well as receive gifts or any thing whose value may suggest an attempt to influence a business decision. In no case, the Employees can give or receive money or gift vouchers. The Employees’ friends or the members of their families cannot give or receive gifts if this appears as if the employee him or herself is the one who gives or receives.

The Employees’ of Bartimpex Group cannot give gifts to any political organisations.

 

7. Practices in Trade
It is the policy of Bartimpex Group to follow any laws, principles, and regulations related to the products and services of Bartimpex Group Members.

Each employee of Bartimpex Group:

- Should not violate any legal regulations.
- Should consult his or her immediate supervisor and/or legal advisor in the cases of any activities which can be conflicting with the contractual obligations of his or her Employer.
- Should not engage in any transactions whose aim is to mislead a customer or selling party, or to misrepresent Bartimpex Group or its products and services.
- Should offer and sell products and services of Bartimpex Group on the basis of their character and not by downgrading the quality of the competitor’s products and services. Any comparisons with the competitor’s products or services are to be supported by facts.

 

8. Use of Regulations Related to Competition and Customer Protection (Anti-Monopoly) and Unfair Competition.
It is the policy of Bartimpex Group to observe the anti-monopoly and unfair competitions regulations in all spheres of its activity. The above-mentioned regulations support healthy competition and regulate the method in which Bartimpex Group runs its business in relation to setting its prices and other issues of ordering, marketing, and the sales of products and services.

Each employee of Bartimpex Group is bound to observe the above-mentioned principles and without delay report any possible violation of these principles to his or her immediate supervisor, the Board of his or her Employer, or the Board of PHZ Bartimpex S.A. Bartimpex Group regards an action which could lead to potential violation of the aforementioned regulations as serious infringement.

 

9. Risk Management
The Boards of the Members of Bartimpex Group are responsible for the development and risk management within the activity of the corresponding Members of Bartimpex Group. The risk management includes also: safety and protection of the Employees, loss prevention, dealing with complaints, documents storage, and compliance with environmental protection law.

 

10. Information Security
It is the policy of Bartimpex Group to protect its information database against accidental or unauthorised modifications, damages, and/or disclosure to unauthorised parties in order to increase the customers’ and business partners’ confidence, to increase the protection of trade secret and secret information, and to decrease the risk of corporate and legal responsibility.

The information security principles apply to:

- Any information of Bartimpex Group, in any form, regardless of its location, the technology used for its creation, provision, or usage and regardless of the fact which entity has acquired it;
- All computers and network systems owned and/or administered by Bartimpex Group;
- All companies and subsidiaries of Bartimpex Group Members;
- All Employees, counterparties, and consultants of Bartimpex Group.

The principles of Bartimpex Group Information Security are to be obeyed by the Employees of Bartimpex Group, counterparties, consultants, vendors, and other users of information of Bartimpex Group.

 

11. Intellectual Property
The Members of Bartimpex Group are the owners of any innovation which includes also ideas, inventions, discoveries, and improvements which have been originated, created, or invented by the Employees of the Members of Bartimpex Group in the course of their employment if such an innovation is in any way related to the business activity of Bartimpex Group.

The Employees’ innovations shall be regarded as made in the course of the employment period, unless they have been made outside working hours of an employee and beyond his or her obligations for Bartimpex Group.

The Members of Bartimpex Group shall undertake necessary measures to protect the rights of their intellectual property including the inventions made by their Employees. The Members of Bartimpex Group will protect their intellectual property against illegal usage by undertaking appropriate measures including legal action.

 

12. Usage of Bartimpex Group Property
The full protection of Bartimpex Group Members’ property against losses, damages, or unlawful usage constitutes a fundamental element of the Group’s policy. The property of the Members of Bartimpex Group includes real estate, fixed assets, equipment, intangible assets as well as securities.

Each employee of Bartimpex Group:

- Should protect the property of his or her Employer against theft, inappropriate usage, damage, or sabotage and should also obey any procedures and the Group’s policy established for the property protection;
- Should use electronic, IT, and technical equipment of a given Employer in accordance with their purpose and the regulations provided for Information Security.
- Should not use other property of Bartimpex Group for personal purposes or outside the premises of a given Employer without permission of an immediate supervisor and/or the Employer’s Board.

 

13. Use of Bartimpex Group Name and Logo
PHZ Bartimpex S.A. and individual Members of the Group take responsibility for developing and managing advertisement and symbol identification programmes in order to protect the symbols of the individual Members belonging to Bartimpex Group all over the world. Each Group Member is responsible for the development of standards in relation to advertisement, promotional materials, corporate stationery, and other forms of communication with the company environment.

 

14. Auditing, Accounting, Reportingć
The Employees of Bartimpex Group are obliged to follow internal audit established to provide that the valid law and other regulations related to finance, statutory function, and tax reporting as well as related issues are obeyed. The Employees should take care and be diligent to protect the assets of Bartimpex Group and make sure that transactions are fully, carefully, and punctually posted; they should also make sure that the internal and external statements as well as any financial documents are in line with law, the policy of Bartimpex Group, and valid accounting principles.

 

15. External Communication
The Management Boards of individual Members of Bartimpex Group are entitled to any external communication on behalf of Bartimpex Group only after having obtained a permission of PHZ Bartimpex S.A., which is authorised to represent the entire policy and practice of Bartimpex Group.

PHZ Bartimpex S.A. is entitled to manage entire communication with mass media, bodies of the state authority and administration, industry representatives and any other parties or entities.

The Employees are to obtain a permission from their Employers’ Boards before they engage in any external communication on topics related to their Employers, the Group’s policy and practice, its business or industry activity including any public comments, speeches, articles and interviews in mass media, letters to editors, press releases, announcements on the Internet, or other mass media.

 

16. International Business
The principles mentioned in the Code of Conduct of Bartimpex Group apply to all subsidiaries of the Group, regardless of their seat location.

Bartimpex Group will observe the Polish law and appropriate standards and regulations of the international law including binding trade customs.

 

17. Procedures Against “Money Laundering”
It is the policy of Bartimpex Group to obey all legal regulations and other provisions provided to fight “money laundering” including these principles and legal articles which require reporting specific transactions connected with foreign currency and particular financial instruments. Each employee is obliged to observe the policy of Bartimpex Group in reference to this matter.

 

18. Support for Political Organisations, Contacts with Government, Lobbying, and Activity on the Basic Level
It is the policy of Bartimpex Group to adhere to any regulations when promoting its own position toward government authorities and when supporting political organisations. Bartimpex Group encourages its Employees to participate in political life as private citizens by their participation in universal suffrage and self-government elections.

 

19. Archive – Document Management
The policy of Bartimpex Group requires effective management of documents prepared by the Members of Bartimpex Group. The documents which have been created in the course of business activity belong to Bartimpex Group.

All Employees of the Group are responsible for creating, using, storing, and possessing documents in line with the valid legal regulations. The Employees are not allowed neither to copy documents for non-business purposes nor to store the copies of these documents which have been officially archived. Counterfeit or modification of any documents is forbidden. Unauthorised possession of documents or their removal from the premises of the Members without the permission of an immediate supervisor and/or the Management Board is forbidden.