Code of Conduct

This document sets out the set of rules and general principles of corporate governance and professional conduct that are applicable to all personnel, collaborators, advisors, individuals or legal entities that exercise functions of representation, administration, management, management or control of GRUPO SALAS AGUILA S.L., as well as all personnel hired on a permanent or occasional basis.

Furthermore, the company requires that all suppliers and those natural or legal persons who have a relationship with the company act in accordance with the general principles that will be developed below.

The Code of Conduct has been drawn up with the main objective of GRUPO SALAS AGUILA S.L. to generate trust in the scope of its business activities. This trust extends both to the company’s own personnel and to those individuals or legal entities that have a relationship with the company.
Integrity, honesty, fair dealing and full compliance with all applicable laws have guided the Company’s business practices. All staff have upheld and fulfilled this commitment in their daily responsibilities, making the reputation of the Company one of its most important assets.

The nature of this Code is not intended to cover every possible situation that may arise. It is intended to provide a framework against which to measure any activity. Employees should seek advice if they are in any doubt about how to act in a particular situation, as the absolute responsibility of each employee is to “do the right thing” and this responsibility cannot be delegated.

Employees should always be guided by the following basic principles:

  • Avoid any conduct that could damage or endanger the Company or its reputation.
  • Act lawfully and honestly.
  • Prioritise the interests of the Company over personal or other interests.

For the purposes of this Code, references to the term “employees” include employees, officers, legal representatives of the Company and any other natural or legal person who has a direct or indirect relationship with the Company.

In general.

GRUPO SALAS AGUILA S.L. and its employees are governed by the law. Compliance with all applicable laws and regulations must never be compromised. Furthermore, employees must adhere to the internal rules and regulations as applicable in a given situation. Such internal rules are specific to the Company and may go beyond the requirements of law.

2. A Conflict of Interest occurs when an employee’s personal interests or the interests of a third party compete with the interests of the Company. In this situation, it may be difficult for the employee to act fully in the best interests of GRUPO SALAS AGUILA S.L. Whenever possible, employees should avoid Conflicts of Interest. If a Conflict of Interest has arisen or if an employee is faced with a situation that could give rise to a Conflict of Interest, the employee must inform the compliance officer or compliance body. Therefore, behaviour that compromises the independence of the employee must not be accepted in general.
GRUPO SALAS AGUILA S.L. or its clients in decision-making.

3. All the people who make up the company are an indispensable factor for its success, which is why their personal development is promoted, taking into account the possible balance between the objectives of the company and the needs and expectations of the employees.
A priority aspect for the company is the preventive controls in place, which is why the company is committed to putting in place the necessary means to eliminate or reduce all risks that could materialise within the company.

4. Confidential information is information that is not public knowledge, including trade secrets, business plans, marketing and services, databases, designs, records, financial aspects, etc. The continued success of the company depends on the use of its confidential information and its non-disclosure, which becomes an obligation for every person who is part of the company. This obligation subsists after the termination of the employment relationship or any other type of relationship.

5. The information transmitted to customers, suppliers, public administrations, etc., shall be truthful, complete, up to date and shall adequately reflect the company’s situation. This maxim shall be complied with particularly scrupulously in relation to financial information.

6. The employees of GRUPO SALAS AGUILA S.L. may not be influenced by receiving favours or attempt to influence third parties inappropriately by giving favours. Employees may only accept or offer reasonable meals and token gifts that are appropriate under the circumstances and shall not accept or offer gifts, meals or entertainment if such behaviour could create the impression that it constitutes improper influence. No employee shall offer or accept gifts, of whatever value, consisting of money, loans, bribes and monetary advantages to or from third parties.

7. Company employees should report to the compliance officer any practices or actions that they believe to be improper, unlawful or criminal. The company will in all cases ensure the confidentiality of the reporter. Communications shall be investigated in an appropriate manner and in accordance with the provisions of the Criminal Risk Prevention Plan. It is expressly forbidden to take reprisals against the person who made the communication, provided that he/she has acted in good faith. In the event that the reporter has acted in bad faith, the appropriate disciplinary and/or legal action will be taken against him/her.

8. All employees of GRUPO SALAS AGUILA S.L. have a communications channel at their disposal, where they must confidentially report any behaviour or activity that is contrary to the Code of Conduct or the law. The communication channel is as follows:

9. Transparency and honesty must be values assumed by all employees of the company. Any attitude suspected of violating these principles should be brought to the attention of the compliance body through the aforementioned communication channel.

10. GRUPO SALAS AGUILA S.L. will always compete in compliance with all applicable regulations regarding the defence of competition, antitrust and commercial loyalty. Therefore the commercial policy and prices will be established independently and will never be formally or informally agreed with competitors.

11. It is the responsibility of every employee to ensure full compliance with all provisions of this Code. This responsibility is non-delegable. Failure to comply with this Code may result in disciplinary action, including dismissal, and where appropriate, legal action.

Financial Integrity of the Company.

12. Accounting shall be carried out in accordance with the principles of clarity and transparency. Likewise, tax settlements shall be made in accordance with the tax legislation in force.

13. The accounting and tax staff must keep and conserve all documentation used in the corresponding archive for the time determined by the company, which may never be less than five years.

14. Any action that obstructs or impedes the tasks of verification and evaluation by the company in charge of the audit, or the personnel of the Public Treasury in any type of review that it may request, is prohibited.

Relations with Public Administrations.

15. GRUPO SALAS AGUILA S.L. does not currently enter into contracts with public administrations, although in the event that in the future it were to enter into contracts with any type of Public Administration, the following articles of this Code of Conduct will be strictly complied with. Likewise, the following articles must be complied with in any relationship that the company may have with a Public Administration (application for subsidies, payment of taxes, sanctions, etc.).

16. The employees of GRUPO SALAS AGUILA S.L. who have a relationship with the Public Administration must be expressly designated by the company to act on its behalf. The actions carried out will be in accordance with the legislation and the Code of Conduct.

17. All agreements made with the Public Administration shall be made in writing, specifying all their terms.
18. All documentation and information exchanged with the Public Administration shall be retained and shall
18. All documentation and information exchanged with the Public Administration shall be retained and shall contain factual information.

19. The meetings held with the Public Administration shall be governed by the principles of correctness and transparency, and unlawful behaviour shall be prohibited.

20. It is forbidden to falsify documentation in order to favour or harm the company.

21. Cash payments shall not be made to the personnel of the Public Administration unless its procedures do not admit any other form of payment. In this case, there must be adequate documentary support.

Client relationships.

22. All relationships with clients must be governed by a commitment to honesty and professional responsibility.

23. The contracts that GRUPO SALAS AGUILA S.L. makes with clients must be clear and direct and in strict compliance with the current regulations that are applicable.

24. Misleading or false advertising means will never be used.

25. Any complaint made by a customer will be welcomed by the company, which undertakes to deal with it and resolve it as far as possible.

Relations with suppliers.

26. The supplier selection processes shall be characterised by the search for quality and competitiveness, guaranteeing equal opportunities. In no case shall a supplier be denied the right to compete for the contracting of products or services by fulfilling the requested requirements. The company will always choose by adopting objective and transparent criteria.

27. The formalisation of a contract must always be based on clear and objective relations and avoid forms of dependence.

28. The purchase of goods or services will be carried out with absolute independence of decision, so that any economic, family or other type of relationship must take into account the provisions of Article 2.

Of the personnel of GRUPO SALAS AGUILA S.L.

29. When hiring personnel, any type of discrimination shall be avoided. Likewise, high ethical standards shall be guaranteed, taking into consideration professional experience, observance of and respect for current legislation, as well as good practices in the sector of the activity in question.

It shall not be understood that high ethical standards are met when the person to be contracted:

a. a. Has a criminal record that has not been expunged or is not subject to expungement for fraudulent offences for which a legal person may be responsible.
b. Has been sanctioned by means of a firm administrative resolution with the separation from the position that he/she held.

30. GRUPO SALAS AGUILA S.L. will always respect the right to equality between women and men, actively promoting the absence of any type of discrimination.

31. In the recruitment and professional promotion processes, the decisions adopted by the company will be based on the suitability of the professional profiles for the post.

32. The company will favour a flexible work organisation that facilitates the reconciliation of work and family life.

33. Employees, directly or through an intermediary, should never offer or promise a personal favour in order to obtain a business or other advantage from a third party, whether public or private.

34. Employees should not accept advantages of any kind in exchange for preferential treatment and should refrain from any activity or conduct that could give rise to the appearance or suspicion of such a situation.

35. The actions described in the two previous sections may give rise to the application of disciplinary sanctions, in addition to the fact that they may constitute offences.

Of the driving staff of GRUPO SALAS AGUILA S.L.

35. It is strictly forbidden by the management of the company to consume alcoholic beverages and/or narcotic substances during work activities, as well as the consumption of alcoholic beverages and/or narcotic substances outside of work activities if such consumption has a negative impact on the performance of the work.

36. The management of the Company expressly prohibits access to the vehicle driven by the worker in the performance of their work by any person who does not have the right or authorisation to access the vehicle.

37. In particular, access to said vehicle by persons with the aim of facilitating their illegal entry into Spanish territory, as well as into any country of the European Union or into any country where the worker must carry out the work entrusted to him/her.

38. Failure to comply with any of the obligations set out in this section shall be considered by the management of the Company as indiscipline or disobedience at work and shall constitute, in accordance with the provisions of Article 71 of the Collective Agreement for Road Freight Transport of Almeria, a very serious offence which shall be punished in any case, with the dismissal of the worker, in accordance with the provisions of Article 74.1.c) of the Collective Agreement.

Management of cash transactions.

39. Conduct that may endanger the prevention of money laundering and the financing of terrorism is prohibited.

40. It is not permitted to receive cash payments, except for small amounts.

41. Payments in cash are not permitted, except where no other form of payment is permitted, in which case the payment must be adequately documented.

42. In order to ensure transparency of transactions, the location of the counterparty and the financial institution used shall be identified.

Commercial transactions.

43. The employees of GRUPO SALAS AGUILA S.L. are affected by the principles of transparency and clarity, and must ensure that no action of theirs can be interpreted by third parties as deception.
44. All commercial operations will be carried out with maximum transparency, avoiding any favourable treatment.

45. Never negotiate on behalf of GRUPO SALAS AGUILA S.L. without the appropriate authorisation.

46. In the event of a manifest error in the details of a client, it will be the client themselves who will modify their details following the established procedures.

47. It is prohibited to carry out acts or conduct that lead to double invoicing or fraudulent invoicing.

48. It is not permitted to act on behalf of clients without the prior simple mandate of the client.

Dissemination and use of information.

49. The dissemination of false or misleading information is prohibited.

50. No employee may use privileged information to which he/she has had access as a result of his/her activity within the company.

51. All regulations concerning the handling of information in the context of professional development must be complied with.

52. It is forbidden to incorporate into GRUPO SALAS AGUILA S.L. any type of information or physical or electronic document that belongs to another company, without the prior consent of the latter.

53. It is forbidden to disseminate and/or transfer information from other companies obtained with their consent.

Treatment of personal data.

54. All employees of GRUPO SALAS AGUILA S.L. who have access to personal data must strictly respect the established rules and procedures as well as the applicable legislation.

55. It is forbidden to transfer or disseminate personal data without the consent of the interested party, except in the cases foreseen in the applicable legislation.

56. All authorisations for the use of personal data must be in response to a request for specific data and for a specific period of time, and all access to personal data must be recorded.

57. Training courses on compliance with the regulations of the Data Protection Act are required for all employees who use personal data.

Industrial and intellectual property.

58. It is forbidden to download from the Internet or install programmes that imply a violation of industrial and/or intellectual property rights.
59. Images, texts, drawings or any other type of material that is protected by industrial and/or intellectual property rights shall not be used for profit.

60. The employees of GRUPO SALAS AGUILA S.L. will only be able to use the software that the company places at their disposal and for which they have authorisation for having acquired the corresponding licences.

The disciplinary system.

61. Any breach of this Code of Conduct, as well as of the Criminal Risk Prevention Plan, shall constitute an infraction, and the corresponding disciplinary proceedings shall be initiated in accordance with the provisions of art. 58 of the Workers’ Statute and the applicable Collective Bargaining Agreement.

62. Any conduct that contributes to preventing or hindering the discovery of criminal actions or behaviour that could constitute a criminal offence shall constitute an offence, and the corresponding disciplinary proceedings shall be initiated in accordance with the provisions of article 58 of the Workers’ Statute and the applicable Collective Bargaining Agreement.

63. Failure to comply with the specific duty to report to the compliance body any conduct or actions that could constitute a criminal offence or offence against the Criminal Risk Prevention Plan or the Code of Conduct shall constitute an offence, and the corresponding disciplinary proceedings shall be initiated in accordance with the provisions of art. 58 of the Workers’ Statute and the applicable Collective Bargaining Agreement.

64. The procedure for imposing the corresponding penalty shall be governed by the provisions of the Workers’ Statute and the Collective Agreement for the Transport of goods by road in the province of Almeria, Agreement Code 04001505012001.