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CORPORATE GOVERNANCE

We are fully committed with a solid approach to corporate governance.

Purposes of the ethical code

The Company is committed to fair, moral and appropriate business behavior; its employees are obliged to act in accordance with ethical and moral standards and principles, amongst themselves as well as with all 3rd parties, including the Company’s creditors and debtors. Accordingly, an ethical code has been drawn up, composed of a general code of conduct to assure that the Company’s employees and management will adhere to these criteria. It is understood that the ethical code cannot, and does not attempt to encompass all obligatory conduct; having said this, it’s values and principles will be able to guide the decision making process even in situations which are not explicitly addressed.

Adherence To The Law, Company Practice And Enforcement Policy

The Company emphasizes that the Ethical Code isn’t meant to replace any law, statute or professional guidelines applying to The Company and/or its employees. Adherence to the Ethical Code is an integral part of the Ethical Code. The same applies to Company policy whose existence is an integral part of the Ethical Code.

Conflict of interest

Company employees are required to act and reach decisions having only the interests of the Company in mind. Accordingly, every employee should refrain from acting in a way that could be seen as a conflict of interest between his position in the Company and his /his relatives’ personal affairs and/or other position. An employee must immediately disclose to his manager all information pertaining to a possible conflict of interest. An employee who must reach a decision regarding a matter that he/his relatives will benefit from must pass this decision to his manager.
An employee should also refrain from making personal business connections with sources connected to the Company and his position in the Company. It should be clarified that the prohibition of a conflict of interest applies not only to concrete situations, but also to situations where there might be a concern of conflict of interest, meaning situations which will not allow the employee to reach decisions having only the Company’s best interest in mind.

Conducting Business With Integrity, Fairness, Credibility And Respect For All People

Company employees are obliged:

  • To respect all people without prejudice; to respect all clients, partners, suppliers, competitors and amongst themselves.
  • To avoid fraud and deception, to conduct relationships based on mutual trust between themselves and others.
  • To sustain the Company’s contractual and business obligations, and fulfill all undertakings made during the course of business.
  • To refrain from breaching competitors’ property rights, and the use of illegal conduct in order to harm competition.
Personal Liability, Initiative And Involvement, And Cooperation In Order To Achieve The Company's Business Goals

The Company strives to attain it’s goals and success in full partnership with its employees. Accordingly, the Company strives that all its employees will truly identify with the Company, and promote this feeling amongst all its employees. All employees must act with integrity and fairness towards the Company and take personal responsibility and initiative to advance the Company. Each and every employee should adhere to truthful and transparent reporting within the Company and outside it.

Business Opportunity Exploitation And Competition With The Company

All employees shall refrain from acting in a way which can be conceived as business opportunity exploitation and/or any act which can be seen as competition against the Company. Information brought to the attention of an employee during the course of business shall only be used for the purposes that the information was passed to him, and not in order to receive personal/3rd party benefits. An employee must always have the Company’s best interests in mind when dealing with 3rd parties and no intention to exploit information, contacts or any other business opportunity for his personal gain.
An employee must also refrain from using the Company’s reputation or assets (including trade secrets) for his personal gain.

Gifts And Benefits

In order to avoid situations where external considerations guide an employee, employees must not accept money, money-equivalent, services or any other benefits from organizations who do business with the Company/could potentially do business with the Company; this excludes situations which are expressly allowed under the Company regulations.

Maintaining Confidentiality

All employees are obliged to maintain the confidentiality of all information brought to their attention throughout the course of their employment, regardless of the source, including information regarding suppliers, co-workers etc. Employees are only allowed to use the information for the purposes for which it was brought to their attention and to the extent necessary. The abovementioned does not apply to situations where disclosure is permitted by the relevant authorities, mandatory by law, or the information is universally known. This guideline must be upheld even after termination of employment.

Safeguarding Of The Company Assets

Company assets, both tangible (such as phones and office supplies) and intangible (such as intellectual property) should be used with efficiency and for suitable business purposes only.
It should be remembered that the use of assets in an inefficient manner or for personal purposes will have consequences on the Company’s profit.

Consulting Relevant Company Body

In case of doubt regarding how to act or which decision to reach, an employee should consult the relevant Company body, be it his superior or other professional body.

Delegation Of Authority

Authority shall be delegated in a clear and proper manner, in accordance with Company policy. It is the delegator’s responsibility to use good judgment with regards to the person delegated to and the scope of delegation. Delegation of authority does not eliminate the delegator’s responsibility, and he should supervise the person delegated to on a regular basis.

Use Of Authority

An employee shall not create any liabilities in name of the Company unless expressly authorized by the Company.

Conduct At The Workplace

Proper conduct and representation of the Company should be practised at all times. All employees should take care of their appearance according to their position in the Company. A nice, calm and respectful atmosphere should be maintained at all times. Company employees will act in a polite and respectful manner towards their co-workers and all others. Verbal/physical violence and any other form of threat or harassment is strictly prohibited. All employees will execute their work in a professional, efficient and reliable manner, in collaboration with their co-workers and other Company units.

Community Involvement

The Company places a high emphasis on community involvement and donates to various causes on a regular basis. The Company encourages employees to volunteer and give back to the community, which is in line with the Company’s commitment to social responsibility.

Transparency And Reliability Regarding Company Publications

The Company pays high regard to transparency and reliability regarding its publications and reports (including financial statements) to the public and the authorities.

Corporate Governance

Corporate governance principles refer to management’s work in relation to the board of directors, the audit committee, the shareholders and the relevant stakeholders, by agreeing to an audit mechanism, supervision, transparency and reporting.

  • The Company has internal and independant auditors, who supervise and verify that the Company is meeting all its legal requirements and regulations.
  • The Company holds Board meetings and committee meetings as required, and pays attention to all the approvals from the relevant bodies.
Implementation Of The Ethical Code

All Company employees are obliged to uphold the ethical code. In addition, an employee who has reservations regarding another co-workers’ behavior, be it a breach of law, guidelines by certified bodies and/or the ethical code, is obliged to immediately report this to the Company manager or to the body in charge of the ethical code. Breach of the ethical code may have serious repercussions, including dismissal or in serious cases, even criminal charges. The Company operates on a regular basis to implement this ethical code among both its current and new employees, by setting examples through Company management and drawing conclusions from previous events.

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