EHT S.C.p.A. (hereafter also referred to simply as "EHT" or, again, "COMPANY") operates mainly in the ICT (Information and Communications Technology) sector and constitutes a stable common organization among the consortium companies, aimed at operating jointly in the public contracts sector (right reference to the activities referred to in art. 3 of the current bylaws), as well as supporting, coordinating and promoting the activities of the individual consortium companies, in the manner described within the Consortium Regulations.
The mission that EHT intends to pursue stems from the belief and awareness that from complementary visions and different synergies a dynamic business idea can be born.
All of EHT's activities are carried out in compliance with the law, within a framework of fair competition in the marketplace by all parties operating in it, with honesty, personal integrity, professional fairness and good faith, in the effective protection of the environment, health and safety in the workplace, respecting the legitimate interests of all those who operate in the business context and, in any case, have relationships with EHT.
In this context and according to this perspective, this Code of Ethics (hereinafter also only "CODE" or "DOCUMENT") has been drafted, which governs and regulates, through specific behavioral norms, the activities of EHT, establishing the set of rights and duties and responsibilities with which the entire organization must comply.
As an element of application of the provisions of Article 6 of Legislative Decree No. 231 of June 8, 2001, the Code of Ethics integrates the regulatory framework to which EHT S.c.p.A. is subject.
The national collective contract applied in the company to its employees is the CCNL TDS Confcommercio. Compliance with the Code is to be considered an integral part of the contractual obligations assumed by employees pursuant to and for the purposes of Article 2104 of the Italian Civil Code. Violation of the rules of the Code may, therefore, constitute a serious breach of the obligations arising from the employment contract and a source of tort, with any resulting personal liability. Similarly, EHT reserves the right to protect its interests in any competent forum against external collaborators who have violated the relevant rules of this Code intended for them. EHT employees, at every level of hierarchical or functional responsibility, as well as third parties (where contractually bound to do so), are therefore called upon to scrupulously observe the rules and regulations of conduct contained in this Code.
EHT also undertakes to call for compliance with the provisions of this Code in all economic relationships established by it.
The Model of Organization, Management and Control (MOGC) ex. Legislative Decree 231/01 of EHT complies with the requirements contained in this Code of Ethics, which is an integral part of it.
In that respect, in fact:
EHT strives for continuous operational and internal procedure improvement in order to make business management more effective and efficient by ensuring the timeliness and punctuality in processing requests from all customers and users.
By resolution of the Board of Directors, the Code may be amended and supplemented, including on the basis of suggestions and directions from the Supervisory Board.
Explicit and made manifest within the Code are the set of principles and values in which EHT recognizes itself and of which, by promoting or prohibiting certain conduct (even if not expressly provided for by law), it requires compliance in the performance of company activities by the recipients of these provisions (hereinafter only "RECIPIENTS" or "STAKEHOLDERS"), as better identified below:
It is Management's concern to highlight the primary role that ethics plays in the management of EHT's social activities, not only as a tool for the promotion and protection of its image, but also, and above all, as a factor in consolidating the elements on which EHT's good reputation is based: namely, transparency, loyalty, impartiality, honesty and integrity.
Therefore, all Recipients are required to be familiar with the provisions contained within the Code and the reference rules governing the activity carried out within the scope of its function, arising from the law or company procedures and regulations.
To this end, EHT is committed to:
Pursuant to and for the purposes of this document, any activity of EHT, whether internal or external, shall be guided by compliance with the following principles:
Legality is a founding and inalienable ethical principle of EHT's action. For this reason, the Recipients of the Code are required, in the exercise of their functions and in the performance of the activities assigned to them, to comply with and observe the current legislation (national, regional and EU) and the set of company procedures, protocols and regulations.
EHT hereby intends to put in place all the conditions so that its Recipients are fully aware of the ethical significance of their actions, in order to prevent them from pursuing corporate, personal, or third-party profit at the expense of compliance with the laws in force and the rules set forth herein.
Under no circumstances may the pursuit of EHT's interests justify dishonest conduct. For these reasons, no relationship may be initiated or maintained with anyone, natural or legal person, who does not share this approach.
EHT counteracts any attitude or behavior that is discriminatory or detrimental to the individual, ensuring that Recipients operate based on criteria of objectivity, fairness, transparency and impartiality.
In relationships, both internal and external, behavior that has discriminatory content based on political and union views, racial origins, religion, sex, age, sexual orientation, health status, physical handicaps, and, in general, any intimate characteristic of the human person is not allowed.
EHT, recognizing the centrality of human resources as the main factor for the success of any business activity, within a framework of loyalty and mutual trust, promotes their enhancement in order to increase professionalism and skills, including through training courses, ensuring working conditions respectful of individual dignity and, at the same time, guaranteeing that these activities are carried out in environments suitable to safeguard and protect the safety and physical and moral integrity of the worker, in compliance with the current regulations dictated on prevention and protection.
EHT encourages internal communication, and in order to prevent and detect cases of harassment in the workplace, encourages the reporting of any behavior deemed disrespectful through an internal complaint line, guaranteeing the anonymity of those making them.
Those who believe themselves to be victims of discriminatory behavior by colleagues or third parties in the workplace or while on assignment must report this to the Supervisory Board.
It is the duty of EHT, in order to ensure the protection and confidentiality of the personal data processed and the information collected, to ensure that the provisions of Regulation (EU) 2016/679 of April 27, 2016 ("General Data Protection Regulation", also "GDPR"), as well as the relevant legal provisions in force for this purpose, are punctually observed and complied with.
EHT, therefore, ensures:
EHT conducts its business in full respect of the environment and the legal regulations placed to protect it, aware that acting according to principles of sustainability represents not only a primary improvement goal but also an opportunity to create corporate value and consolidate the value of ecological awareness among stakeholders.
Accounting registration activities and the preparation of the financial statements are carried out by EHT in full compliance with the relevant legal provisions in force. It is the duty of the Directors, Statutory Auditors, employees, collaborators and consultants, each for the activities for which he or she is responsible and for the level of responsibility assigned, to ensure that the material facts stated are true, complete, consistent, congruent, documented and easily verifiable.
\Employees and collaborators of EHT who become aware of omissions, falsifications, neglect of accounting or documentation on which accounting records are based are required to report the facts to their supervisor or, directly, to the Supervisory Board.
The above principles find similar application with reference to reporting activities.
EHT is committed to complying with the current regulations dictated, both domestically and internationally, regarding anti-money laundering. More specifically, it is EHT's responsibility to:
Prepare corporate anti-money laundering protocols, procedures and policies, taking care of their implementation (including through specific training activities) and constant updating;
to ensure, through the aforementioned safeguards, that directors, employees, collaborators and consultants do not engage in conduct that is opaque or otherwise likely, even potentially, to facilitate the laundering of money of illicit or criminal origin;
Ensure full traceability of incoming and outgoing financial flows;
verify, before establishing with any counterparts relationships or entering into contracts or other business/professional arrangements with them, the available information in order to ascertain their moral integrity, respectability and the legitimacy of their activities.
All Recipients of this Code are required to comply with the current legal provisions dictated on the fight against corruption and it is the duty of EHT to implement all necessary measures aimed at preventing its occurrence in any form.
EHT's corporate assets consist of both tangible physical assets (PCs, laptops, printers, infrastructure, real estate, etc.) and intangible assets (confidential information, know-how, technical knowledge, etc.).
Recipients of this Code are required to comply with the set of procedures for the security, safekeeping and preservation of such corporate resources, compliance with which constitutes a fundamental and primary value for EHT in safeguarding corporate interests.
By way of example but not limited to, under this Code:
All Recipients of this Code must ensure that every business decision is made in the best interests of EHT and in deference to the purposes set forth in the Charter.
For these reasons, EHT, without prejudice to the most general and strict compliance with the relevant legal provisions, requires Recipients and, in particular, its directors, auditors, employees and collaborators to refrain from engaging in any activity that, by reason of the function/task they hold, may oppose a personal interest to those of the company or that may interfere with and hinder the ability to make, in an impartial and objective manner, decisions in the interest of EHT.
Therefore, where such individuals find themselves or doubt that they are in a position of conflict of interest or where there are serious reasons of convenience, they must strictly refrain from taking any decision and/or carrying out any activity whose effects fall directly or indirectly on EHT. Any situation that may constitute or result in a conflict of interest must be promptly reported by each working partner, employee and collaborator to their supervisor or company contact person, or to the body in charge of supervising the Code of Ethics.
In the event that EHT decides to participate in sponsorship and/or contribution-giving operations, it assesses possible conflicts of interest of both a personal and corporate nature (e.g., kinship relations with the individuals concerned or links with bodies that may, due to the tasks to which they are deputed, favor EHT's activity in some way) and acts in compliance with a specific corporate procedure.
EHT donations are regulated as follows:
Gifts and forms of hospitality are permitted only when they are of objective modest value or, in any case, such that they do not compromise the integrity or reputation of either party and must be such that they cannot be interpreted as directed at acquiring improper advantages for oneself or as part of any activity related to EHT. This principle also applies in cases of gifts promised or received to/from third parties. In particular, any form of gifts and/or gratuity to employees of the Public Administration or to their family members that could influence their independence of judgment or induce them to secure any advantage for themselves, EHT, one of the consortium members or others is prohibited.
Any requests for or offers of money, gifts, or favors of any kind (except for gifts of symbolic value directly attributable to normal interpersonal relations), received by personnel, whether from individuals operating internally at EHT, must be promptly brought to the attention of one's supervisor and the Supervisory Board.
The maintenance, development of fiduciary relationships and cooperation with stakeholders are primary objectives for EHT, also for the purpose of mutual satisfaction of the parties involved. Without prejudice to the general principles mentioned in the previous title, the set of provisions governing the performance of the various activities in order to comply with the contents of the principles are outlined below. These rules of conduct are prepared both according to the parties with whom relations are established and according to specific objects.
The activities of EHT's corporate bodies (Board of Directors, Chairman, Shareholders' Meeting, Board of Statutory Auditors) are guided by full compliance with the rules enshrined in the Articles of Association, the Rules of Procedure, and current national and EU legislation.
Individuals who make up the corporate bodies are required:
Corporate bodies shall take the necessary steps to ensure that shareholders' participation in decisions within their competence is fully informed and shall ensure that all shareholders are accorded equal information.
A special Supervisory Board is established for the verification and enforcement of the rules contained in this Code.
The Supervisory Board assists the BoD in setting and updating the guidelines of the internal control system, evaluating its adequacy and effective operation, and analyzing business risks, and performs the additional duties subsequently set forth in this Code.
The organization models, in order to prevent the risk of commission of crimes from which the company may be held liable under Legislative Decree No. 231/2001, updated in 2011 with the amendments introduced on the subject of "Inducement not to make statements or to make false statements to the judicial authorities" and "Environmental offenses," and Legislative Decree 24/2023 concerning "the protection of persons who report violations of Union law and violations of national regulatory provisions" (so-called "whistleblowing" decree). provide that:
The Supervisory Board periodically verifies the adequacy and effective functioning of the internal control system and carries out the actions deemed necessary and appropriate to ensure its better functioning.
The Supervisory Board also functions as an "internal reporting channel" for the purposes of the Whistleblowing regulations.
This system makes use of a control activity carried out by the individual functions with respect to the processes and activities under their responsibility and the activity of the Audit functions assigned to the Supervisory Board within the scope of specific competencies.
They are responsible for assessing and contributing to the improvement of risk management and governance processes, verifying the internal control system with regard to the effectiveness and efficiency of operations, safeguarding corporate assets as well as compliance with laws, regulations and internal procedures.
Pursuant to the provisions of the bylaws, regulations and current legal provisions relevant for this purpose, EHT carries out its activities by ensuring that Consortium members are provided with suitable information and constant interaction regarding the company's strategic choices and management performance, so that they may have full knowledge before making participatory choices.
EHT protects and gives preference to its own interest and that of the Consortium members as a whole over the particular interest of individual Consortium members or a group of them.
EHT imprints its activities on the principles of quality and full customer satisfaction. In dealing with customers, EHT ensures fairness and clarity in business and contractual negotiations, as well as faithful and diligent fulfillment of the contract.
In participating in tenders, EHT carefully evaluates the appropriateness and executability of the services requested, with particular regard to the technical and economic conditions, pointing out where possible any anomalies in a timely manner; the formulation of bids is intended to allow compliance with adequate quality standards, appropriate salary levels of employees and current safety measures. In the conduct of any negotiations, situations in which those involved in the transactions are or may appear to be in conflict of interest must always be avoided.
EHT's relations with any interlocutor, public or private, must be conducted in accordance with the law and in compliance with the requirements of fairness, transparency and verifiability. Relations with public employees must be respectful of the principles of the Code of Conduct for Public Administration Employees.
With regard to public officials, persons in charge of public services, supervisory authorities, representatives or employees of public administrations, social security institutions, tax collection bodies, bodies in bankruptcy proceedings, civil, criminal or administrative proceedings, bodies in charge of safety and accident prevention and the like, employees and collaborators are prohibited from giving or promising money and/or other benefits in any form that may directly or indirectly influence their actions; the principle is applicable whether the conduct is carried out in the exclusive interest of the agent or for the benefit or interest of EHT.
This conduct is to be applied in transactions related to contracts, authorizations, licenses, concessions, applications for financing and contributions from public sources, and management of contracts, where it is prohibited to give or promise in any form gifts or gratuities, or to grant benefits if this appears to be in excess of ordinary practices and customs.
In any case, each employee or collaborator, before proceeding with the offer of gifts, gratuities or benefits must, if an employee, request express authorization from the head of the office and/or organizational unit to which he/she works, or, if a collaborator, report to the head of the office and/or organizational unit with which he/she collaborates, so that the conduct to be adopted may be agreed upon.
In order not to perform acts contrary to the law or otherwise detrimental to the image and integrity of EHT, the above-mentioned operations and the related management of financial resources, must be undertaken only by specifically authorized business functions, in compliance with the Code of Ethics and in full compliance with the internal protocols placed for the purpose of crime prevention.
Anyone who receives explicit or implicit requests or proposals for benefits of any kind from Public Officials or Persons in Charge of a Public Service must immediately report the incident to their superior/corporate contact person, inform the Supervisory Board in writing and suspend all relations with them.
EHT is completely unrelated to any political party.
EHT may accede to requests for contributions, limited to proposals from entities and associations governed by statutes from which it is explicitly stated that they are non-profit and whose object is of high cultural or charitable value. Sponsorship activities, which may concern the themes of social, environmental, sports, entertainment and art, are intended only for events or bodies that offer a guarantee of quality and in respect of which any possible conflict of interest of a personal or corporate nature can be excluded.
The evaluation of personnel to be hired is carried out on the basis of the suitability of the candidates' profiles to the company's needs, safeguarding equal opportunities for all stakeholders. The information requested is strictly related to the professional and psycho-aptitude profile required, while respecting the privacy and opinions of the candidate.
EHT, within the limits of available information, takes appropriate measures to avoid favoritism, nepotism or forms of patronage in the selection and recruitment of personnel.
Personnel shall be hired under employment contracts in the manner prescribed by current regulations and collective bargaining. No irregular employment position is allowed. Prior to the establishment of the employment relationship, each employee receives adequate information regarding the regulatory and remuneration contents of the relationship so that the acceptance of the position ensures awareness of its contents.
EHT avoids any form of discrimination against its employees. Personnel management processes are based on meritocratic principles, and related awards formulated on objective criteria. EHT is committed to preserving the moral profile of employees and ensuring the right to working conditions that respect the dignity of the individual. For this reason it prohibits any act of psychological violence and opposes any attitude or behavior that is harassing or harmful to the person, his or her beliefs and preferences. Likewise, any investigation into the ideas, preferences, personal tastes and, in general, the private life of employees is prohibited.
Processes for selecting suppliers and purchasing goods and services must be based on principles of legality, fairness and transparency, and must comply with applicable regulations and prescribed internal procedures.
The selection shall be based on objective criteria in terms of cost, quality, innovative level, additional services compared to the services/products offered, and payment terms. In selecting the supplier EHT shall, in addition, take into account the technical-economic capacity by assessing its reliability.
In selecting, in particular, consultants and/or collaborators, EHT takes into account the requirements of morality, honorability, and professionalism.
Any selection procedure must be carried out under the broadest conditions of competition, and any exceptions to this principle must be authorized and justified.
EHT also ensures that the relevant functions:
In institutional relations, EHT is committed to:
Represent the interests and positions of EHT in a transparent, rigorous and consistent manner, avoiding attitudes of a collusive nature. Communications with the outside world and relations with the media are held exclusively by top management, with the support of the offices in charge of communication and external relations, in order to standardize company policies. Statements that are detrimental to the image and interests of EHT are prohibited; if solicited by the media, individuals are required to refer applicants to the appropriate functions.
The control, implementation and compliance with this Code of Ethics are entrusted to the Supervisory Board appointed pursuant to Articles 6 and 7 of Legislative Decree 231/01. In particular, the duties of the Supervisory Board, subject to the provisions of the specific document called "Regulations of the Supervisory Board," are as follows:
EHT promotes the widest dissemination of the Code of Ethics to all stakeholders, the correct interpretation of its contents, and provides the most appropriate tools to facilitate its application.
The Code of Ethics and its updates are brought to the attention of all Recipients through appropriate communication, training and dissemination activities so that the values and principles contained therein are known and applied and individual initiative is prevented from generating behavior inconsistent with the reputational profile that EHT pursues.
Any violation of the principles and provisions of the Law and those contained in this Code of Ethics must be promptly reported by Whistleblowers through the anonymous channels provided by the Company to the Supervisory Board.
The Supervisory Board assesses the existence and riskiness of the violations highlighted in relation to the company's values and current regulations; it also assesses violations of the Code and the existence of hypotheses of unlawful conduct, again within the scope of its powers and functions pursuant to Legislative Decree 231/01 and Legislative Decree 24/2023.
The O.D.V., as an internal reporting channel, is required to protect the whistleblower from any kind of retaliation, discrimination, and penalization for reports that have been made in good faith, subject to legal obligations and the protection of the rights of those wrongly accused and/or in bad faith.
The address of the Supervisory Board is as follows:
odv@eht.eu
Without prejudice to the functionality of the aforementioned reporting channel, towards the Supervisory Board, the consortium company has, in addition, adopted a platform accessible, by all corporate human resources and any third party, directly through the link https://www.eht.eu/whistleblowing/, published on the home page of the corporate website, in order to report any violation or suspected violation of the Code of Ethics, as well as any further violation, pursuant to and for the purposes of Legislative Decree 24/2023 (so-called "whistleblowing" decree), of national or European Union regulatory provisions that are detrimental to the public interest or integrity of EHT, of which they have become aware in a public or private work context.
The recipient of the reports is the Supervisory Board of EHT, which carries out the relevant investigation and subsequent assessment, in accordance with the methods and timelines set forth in Legislative Decree 24/2023.
The reporting channels activated by EHT, in compliance with Legislative Decree 24/2023, guarantee the confidentiality of the reporting party, the individuals involved, those who are otherwise mentioned in the report, as well as the content of the report and related documentation.
In accordance with the provisions of Article 17 of Legislative Decree No. 24/2023, reporting parties may not be subject to any retaliation.
Pursuant to Article 19 of Legislative Decree No. 24/2023, any retaliation that the whistleblower believes he or she has suffered may be reported to ANAC.
In case of retaliation committed in the work environment of a public sector person, ANAC shall immediately inform the Department of Civil Service at the Presidency of the Council of Ministers and any guarantee or disciplinary bodies for measures within their competence.
In the case of retaliation committed in the employment context of a private sector person, the ANAC shall inform the National Labor Inspectorate for measures within its jurisdiction.
In order to acquire investigative elements indispensable for the ascertainment of retaliation, the ANAC may avail itself of the collaboration of the Civil Service Inspectorate and the National Labor Inspectorate, to the extent of their respective competencies, without prejudice to the exclusive competence of the ANAC with regard to the evaluation of the elements acquired and the possible application of the administrative sanctions referred to in Article 21. Acts taken, in violation of Article 17, are null and void.
Persons who have been dismissed, as a result of reporting, public disclosure, or reporting to the Judicial or Accounting Authority, have the right to be reinstated in their jobs.
The Judicial Authority shall take all measures, including provisional measures, necessary to ensure the protection of the subjective legal situation being asserted, including compensation for damages, reinstatement in the workplace, an order to cease the conduct engaged in, in violation of Article 17, and the declaration of nullity of the acts taken in violation of the same article.
With regard to the typification of violations of the requirements and principles of this Code of Ethics, as well as the applicable sanctions, please refer to the provisions of the Sanctions System, which is an integral part of the Organizational and Management Model of EHT.
