General principles

1. Purpose and function of the Code of Ethics
PRINCIPIOATTIVO Architecture Group, a leading company in the architecture and engineering sector, provides consultancy in the planning and real estate development phases, with particular attention to customer needs and new trends of the market.
The present Code of Ethics (hereinafter also the “Code”) expresses the ethical principles, the shared values and the behavioral rules in which PRINCIPIOATTIVO Architecture Group is reflected, as well as the commitments and responsibilities that it assumes and to which it conforms in exercising company and that regulate the behavior of everyone in it and for it operates.

2. Recipients
The Code applies to all those who work in the interest of the Company.
Recipients of the Code are shareholders (natural or legal persons), directors, members of any supervisory bodies (Supervisory Body, Audit, Board of Statutory Auditors or other) and Company employees, as well as all those who, even if not continuously and not exclusive, they work to pursue the Company’s objectives, both in Italy and abroad.

3. Contractual value and scope of application
Compliance with the ethical principles and behavioral standards prescribed in the Code is mandatory. Knowledge and compliance with the provisions of the Code are indispensable requirements for the establishment and maintenance of working relationships and collaboration with the Company.
PRINCIPIOATTIVO Architecture Group promotes the widest dissemination of the Code, the correct interpretation of its contents and provides the most appropriate tools to favor its application, also in order to ensure that all Recipients feel responsible and involved in the optimal application of the Code.
In no case does the claim to act in the interest of the Company justify the adoption of behaviors in contrast with the principles set forth in this Code.
The violation of the aforementioned principles compromises the relationship of trust with the Company and, therefore, is pursued incisively, with timeliness and immediacy, through adequate and proportionate sanctions and disciplinary procedures, and / or with the resolution of existing relationships, regardless of any criminal relevance of the behavior assumed and / or the establishment of criminal proceedings.
In the event of violation of the provisions of this Code, therefore, each will be subject to the applicable sanctions, which for directors, members of the control bodies and employees are provided for by the company disciplinary system, while for collaborators and other Recipients they are contemplated by specific contractual clauses which provide, for the most serious violations, the Company’s right to terminate the relationship due to default.

Business Ethics

The Company operates and pursues its business objectives in compliance with current regulations. Compliance with the law, company rules and the Code is of fundamental importance for the optimal functioning and good reputation of the Company towards human resources, the Public Administration, third parties, and the market in general.
Recipients are therefore required, in the execution of their respective duties and responsibilities, to know and observe the laws and regulations in force in all the countries in which they operate.

1. Loyalty, fairness, good faith and respect for the law
All Recipients are required to act in accordance with the principles of legality, correctness and loyalty in the performance of their duties, internal and external, also for the purpose of safeguarding the reputation and image of PRINCIPIOATTIVO Architecture Group, as well as the relationship of trust established with the customers and the market.
Recipients are required to adopt a correct and fair attitude in the performance of their duties, avoiding pursuing illicit or illegitimate purposes, or generating situations of conflict of interest in order to procure an undue advantage, either their own or from third parties.
In no case may the interest or advantage of the Company induce and / or justify dishonest and / or non-compliant behavior.
The Company does not tolerate any form of illegality or participation, connivance or contiguity, even indirect, with criminal organizations operating at national or international level.
The Company refuses relations of any nature, even indirectly or through a third party, with persons who know or are right to suspect they are part of or carry out in Italy or abroad support activities, in any form, in favor of criminal organizations of all nature, including those of mafia type, those involved in human trafficking or the exploitation of child labor or arms trafficking, as well as individuals or groups that operate for terrorist purposes.

2. Quality of service
The Company pays particular attention to the satisfaction of its Customers and its requests and expectations, with the aim of providing, in its business sector, services that are always competitive, with the guarantee of maximum professionalism, innovation and high quality and certification standards . The Company pursues the provision of services aimed at excellence in terms of quality, safety, respect for health and environmental protection and, therefore, requires that all those who contribute to the realization of the services offered by the Company commit themselves with determination to pursue of these values.
Any information, communication or description concerning the services offered by the Company must be truthful, complete and correct.

3. Relations with the PA
The Company’s relations with public officials, public service employees, public employees and public service concessionaires are based on the principles of legitimacy, transparency, loyalty and fairness. The management of relationships, of any kind, with the P.A. and / or those of a public nature are reserved for the relevant and authorized corporate functions.
In the management and relations with the PA all those who act in the name and / or on behalf of the Company are prohibited from behaviors aimed at benefiting the latter from unlawful favors.
The Recipients are not authorized to offer, accept or promise to any person (public or private), for themselves or others, any form of gift, compensation, utility or service, of any nature, even if not of an economic nature, aimed at influencing or in any case to carry out favorable treatments during the course of performing their duties. Acts of courtesy of a commercial nature are permitted, as long as they are of use, of modest value and cannot be interpreted as acts aimed at obtaining improper or illegitimate advantages.
In carrying out the activity, the Company – as long as the conditions are met – can request authorizations and licenses and benefit from financing, subsidies and contributions, of any nature, granted by national, EU or foreign public bodies, destined and bound to specific use for which they were granted and / or requested. To this end, transparent and truthful documentation must be provided on the Company and on the project and / or service to be disbursed.

4. Collaboration with the Authorities
The Company actively cooperates with the judicial, tax, customs, supervisory authorities, law enforcement agencies and any other public official that operates in the performance of its functions during inspections, controls, investigations or judicial proceedings, and its members must to refrain from offering gifts, money, other advantages or from exerting undue pressure towards the representatives of such authorities, who physically carries out inspections, controls, verifications, as well as anyone called upon to make statements in judicial proceedings, in order to influence them behavior. Any activity likely to disrupt the smooth conduct of legal proceedings is strictly prohibited.
The documentation provided to all the authorities must without fail be based on the criteria of truthfulness, authenticity and transparency.

5. Relations with Customers and Third Parties
Relations with Customers and third parties operating in the interests of the Company are managed in accordance with the principles of maximum collaboration, availability, professionalism and transparency, respecting confidentiality and protecting privacy, in order to establish a solid and lasting relationship based on on mutual trust and satisfaction.
Third parties operating in the interest of the Company (partners, consultants, collaborators, etc.) are identified and selected according to objective, transparent and documentable evaluation criteria, in accordance with the pre-established internal procedures based on principles of utility, correctness and transparency. The related remuneration is established on the basis of proportionality and effectiveness criteria.
With particular reference to relations with suppliers, the Company undertakes to identify a selection system that respects the law, the Bylaws and equal opportunities. In any case, the selection of suppliers and the determination of commercial conditions must take place on the basis of previously identified parameters such as, in particular:

– the professionalism and reliability of the interlocutor;
– the availability, appropriately documented, of means, organized structures, planning skills and resources, know-how, etc .;
– the existence and effective implementation of quality, safety and environmental management systems;
– the maintenance of pipelines that do not adversely affect the image and reputation of PRINCIPIOATTIVO.

Relations with customers, at every stage (from negotiation to execution of the service), are governed inextricably by the principles of transparency, professionalism and good faith.
The Company operates correctly in offering its services and does not engage in behavior that could negatively influence or unlawfully alter the competition regime between the various operators of the reference market.
The Company, in the context of relations with external parties, refrains from engaging in behavior that could in any way compromise the integrity, reliability and security of its own or third-party computer and telecommunications systems and data.

6. Conduct criteria in relations with subsidiaries
Relations with the companies controlled by PRINCIPIOATTIVO Architecture Group are managed in full compliance with the principles of correctness, effectiveness and protection of the respective interests.
Furthermore, PRINCIPIOATTIVO pays particular attention to the management of financial resources and transactions between the various companies.
Information is circulated in accordance with the principles of truthfulness, completeness, clarity and appropriateness, respecting the autonomy of each company and the specific areas of activity.

Principles and rules of conduct in the management of the company

1. Protection of the Corporate Heritage
The Company strives to ensure that the use of company resources and assets is aimed at guaranteeing, increasing and consolidating company assets. Each employee and collaborator of the Company is directly and personally responsible for the protection and conservation of physical and intangible assets and resources, whether human, material or intangible, entrusted to him by the Company and must employ them and use them in the interests of the same for reasons exclusively professional, in compliance with current legislation and the contents of the company by-laws, and in line with the principles set forth in this Code and with company procedures.

2. Administration and Management
The administration and management of the Company and its articulations is based on the following principles and rules of conduct:
maximum collaboration, transparency, fairness and efficiency in relations with any supervisory bodies (Supervisory Body, Audit, Board of Statutory Auditors etc.) as well as in the event of requests from shareholders and in relations with public authorities;
diligence, expertise, correctness and accuracy in the preparation and verification of the data and information that will be received and transposed in the preparation of financial statements, in reports or in other corporate communications required by law or otherwise directed to the outside;
prohibition against damaging the integrity of the company assets in any form and by any means, with particular prohibition, outside the cases in which the law expressly permits it, to (i) return the contributions in any form or release the member from the obligation to run; (ii) allocate profits not actually achieved or destined by law to a reserve, or reserves that cannot be distributed by law; (iii) purchase or subscribe shares or shares in the company; (iv) make reductions in the share capital, mergers or demergers in violation of the provisions protecting creditors; (v) fictitiously form or increase the share capital; (vi) to satisfy, in the event of liquidation, the claims of the shareholder to the detriment of the company creditors; (vii) to perform any act, simulated or fraudulent, aimed at influencing the will of the members of the shareholders’ meeting to obtain the irregular formation of a majority and / or influence a resolution.

3. Accounting scripts

3.1. Truthfulness
Transparency and Completeness of Accounting Records
The truthfulness, transparency and completeness of the accounting records and entries are irreplaceable reference values for the Company.
Therefore, it ensures the correct and truthful representation of the economic, equity and financial results in compliance with the civil and tax laws in force, so as to ensure transparency and timeliness of verification.
The corporate communications, the financial statements, the company books and, in general, the reports on the economic, equity and financial situation envisaged by the law, are prepared according to the principles of truthfulness, clarity, transparency and correctness, in line with the provisions of the civil code and the current laws and principles on the matter. PRINCIPIOATTIVO Architecture Group condemns any behavior aimed at altering the accounting and corporate information and data that are communicated within and outside the Company, to public authorities or to Stakeholders.
The Company, through the Recipients, each within its competence, ensures the regular, clear and accurate keeping of the accounting records and therefore:
guarantees a transparent and timely information to all the bodies and functions involved, as well as the correct collaboration between the aforementioned corporate bodies and functions; prescribes that, in the case of assessments concerning economic-financial elements, the relative registrations are carried out in compliance with the criteria of reasonableness and congruity, clearly illustrating the criteria that guided the decisions taken; favors the performance of the required controls by the competent bodies and functions; monitors that all operations are duly authorized and adequately documented and that the documentation is kept in such a way as to allow, at all times, the accounting registration, the identification of the different levels of responsibility as well as the accurate reconstruction of the operation; guarantees that the reasons for the corporate and extraordinary transactions carried out are specified, also for the purpose of monitoring and preventing the possibility that any transfers of funds may be linked to illegal activities such as the support of criminal groups, associations, mafia, terrorist or subversive, from which the Company firmly departs.

3.2. Anti-money laundering and control of financial flows
The Company complies with all national and international regulations regarding the prevention of money laundering, receiving stolen goods and, in any case, the re-utilization of illicit capital in economic activities.
Except as provided by law or applicable company rules, the perception of significant sums in cash or through anomalous means of payment and the purchase of goods of illicit or uncertain origin is in any case excluded.
The Company strictly regulates the management of financial flows internally in order to trace the origin and destination and avoid the re-use of sums even if only potentially deriving from illegal activities.

4. Personnel policy
The Company considers human resources an indispensable element for its own activity and a fundamental value for its success and adopts a policy aimed at favoring the growth of the professional skills and competences of each employee and collaborator, so that individual potentialities are fully realized in pursuit of common goals.
The Company pays particular attention to the selection and hiring mechanisms of employees and their collaborators, to be carried out according to criteria of competence and merit, ensuring compliance with the values of equal opportunities and equality in line with the relevant legal provisions, with the Workers’ Statute and with the applicable CCNL.
Any form of discrimination based on race, sex, age, religion or political opinions is prohibited.
Any form of non-meritocratic favoritism is also prohibited.
The Company employs staff (employees and contractors) regularly employed, in compliance with the applicable legislation, also with regard to foreign workers. No form of irregular or child labor is tolerated.
The Company also undertakes to develop the spirit of corporate belonging and condemns any form of discrimination and / or abuse, both in the context of internal and external relations.
Personnel must avoid all situations and activities in which a conflict with the interests of the company can concretely manifest themselves or that may interfere with their ability to make, in an impartial manner, decisions in the best interests of the company and in the full compliance with the rules of the Code.
He must also refrain from taking personal advantage of acts of disposition of social assets or business opportunities of which he became aware during the course of performing his duties. Personnel are prohibited from accepting, for themselves or others, gifts, gratuities or other gifts from anyone who can take advantage of the Company, with the exception of what may be considered of modest value and conforms to custom.

5. Protection of hygiene and safety at work
In compliance with the law to protect physical and moral integrity, the Company ensures its staff decent working conditions, safe and healthy work environments, in full respect of the rights of the person, of the worker and of the applicable industry regulations.
The Company’s prevention and safety system provides adequate behavioral rules for directors and employees in order to prevent illness or injury. The Company and its employees work closely together in order to ensure the effective application of the highest safety standards, which must be constantly integrated and improved to effectively prevent the risk of accidents or diseases to the Recipients or third parties.
All Recipients must be informed and updated on the prevention and safety system as far as they are applicable and on the relevant certifications and additions and, in case of doubt, they must contact their superiors and / or contacts or consult the documentation available at the Company.

6. Protection of privacy
The Company operates in full compliance with the right to privacy, complying with the applicable rules on the subject.
The Company acquires and treats only the personal data necessary and directly connected to its functions, keeping them in such a way as to prevent third parties from becoming aware of them, communicating them and disclosing them exclusively in compliance with internal procedures or with the authorization of the person delegated to do so.
The Company provides employees, contractors and third parties with complete and up-to-date preventive information on the processing of data acquired by the Company during its activity, requesting the interested parties to provide their informed consent, if necessary, exclusively for the purposes for which they are intended.
7. Intellectual property and confidentiality
PRINCIPIOATTIVO Architecture Group has its own information (know how) or made available for the development of its activities. The information, knowledge or data acquired or processed by the Recipients during work or in any case in the performance of their duties belong to the Company and cannot be used, communicated or disclosed without specific authorization.
The Recipients must under no circumstances disclose information relating to the technical and scientific knowledge and business management methods of the Company or in any case make use of them in such a way as to cause prejudice to it or to other contractual parties.
The Company strictly respects the copyrights and copyrights of its customers, suppliers, partners, as well as third parties in general, and does not tolerate that the Recipients perform acts that may prejudice these rights.
In consideration of the specificity of the area of activity in which the Company and its customers operate, all Recipients are required to maintain the utmost confidentiality – and therefore not to disclose or unduly request information about their documents, know-how, research projects, of purchase and sale. In particular, confidential or secret information is the subject of specific legislation or regulations as it pertains to, for example, national security, military sectors, inventions, scientific discoveries, protected technologies or new industrial applications, as well as those contractually secreted.

7. Environmental protection
The Company contributes to the dissemination and awareness of the Recipients on environmental protection issues, managing the activities entrusted to it in compliance with the principles of sustainable development and current regulations.
To this end, the operational management of company activities must refer, in terms of prevention and environmental protection, to the most appropriate criteria of environmental protection, waste disposal and energy efficiency.

8. Communication and dissemination of the Code
The Code is given to all Recipients and a copy of it is kept at the Management and can always be consulted on the Company’s website.
In order to make its application and sharing effective, the Company, as far as it is concerned, guarantees its maximum diffusion and undertakes to provide adequate information tools regarding its contents.