Code of Ethics

INTRODUCTION

 An ethical approach to business is a key element for ensuring effective operations and the credibility of a company in the eyes of its shareholders,  customers and suppliers and, more in general, the whole economic sphere in which it operates. Dunav Press intends to transform its understanding and recognition of the ethical values it abides by into a competitive advantage.

Dunav PressManagement Board has decided to adopt this Code of Ethics and conduct (hereinafter, “Code of Ethics” or “Code”), to defining the principles of fairness, loyalty, integrity and transparency in the behaviour, operations and relations both within the company and towards third parties.

The Code  of Ethics  is addressed  to all those people working for Dunav Press:employees, members of the Management Board, auditors, internal and external consultants/collaborators who contribute to achieving the company objectives within the scope of its management and control.

These people should be made aware of the contents of the Code of Ethics and contribute to its implementation and dissemination.

 In addition, The Company will promote the dissemination of its Code of Ethics  to those with whom it has business relations, compatible with the forms and typologies of such relations.

The guidelines contained in the Code  of Ethics  complement those rules and norms that the Addressees are bound to comply with, pursuant to the civil and criminal laws, the norms in force, and the obligations set out in the relevant work contracts.

The Addressees of the Code of Ethics, who breach these norms, compromise the relationship of trust with the Company  and shall be subject to the prescribed disciplinary measures.

 

2.        GENERAL PRINCIPLES

 

  The Addressees  of this Code  of Ethics  must comply, within the scope of their respective work in the interest of or to the advantage of the Company, with the general principles listed hereinafter:

·                    act in compliance with the law and the norms in force in Bulgaria, and, with regards to individual codes of  conduct, in  those countries in  which Dunav Press operates;

·                    behave towards customers, shareholders, employees, suppliers, the local community and its institutions, any public officer or public service providers, any third party with whom business relations are instigated, with honesty, politeness, impartiality and without prejudice;

·                    compete fairly with market competitors;

·                    safeguard one’s own health and safety and the health and safety of others;

·                    monitor and, where necessary, reduce the potentially damaging effects of business activities to the environment;

·                    maintain confidential any information on the Company, know-how, employees, customers and suppliers;

·                    act in line with the principle that any operation ortransaction must be correctly recorded, authorised, verifiable, legitimate, coherent and congruent;

·                    avoid or declare in advance any conflict of interest with the company;

·                    use the intellectual and material properties of the Company,  including IT  tools, in compliance  with the general norms and how they have been designed to be used so as to ensure their maintenance and correct functioning. Avoid any use in violation of the law in force.

 

 3.       CONDUCT IN BUSINESS MANAGEMENT

 

All the actions and operations carried out by the Company must be properly recorded so that it is possible to verify the processes of decision-making, authorisation and implementation.

A file of documents must be compiled for any operation so that at any time it is possible to carry out controls on the characteristics and grounds for carrying out that operation and to trace back who has authorised, implemented, recorded and verified the operation.

The Company shall avoid entering into business relations with third parties who have taken part in or are reasonably suspected to have taken part in criminal actions or terrorism.

 

 

 

 

 3.1                  Relationships with Customers

 Dunav Press focus its activity on ensuring satisfaction and safeguarding of customers, paying particular attention to all those requests which could result in an improvement in the quality of its products and services.

Thus, Dunav Press is committed to  orient its research, development and marketing activities towards the highest level of quality of its products and services.

In the relationships with its customers Dunav Press ensures fairness and transparency in business negotiations and respect for contractual obligations, as well as the correct and diligent execution of contracts.

In conducting business with customers, the Addressees of the Code of Ethics shall apply suitable conditions foreach type of customer, ensuring that similar types of customers are treated in the same way and anyway according to standard market sector practices.

 

 3.2                  Relationships with Suppliers

 

 Relationships with the Company’s  suppliers, including those of a financial and consultancy nature, are subject to the principles reported in this Code of Ethics  and subject to on-going and attentive monitoring by the Company.

The Company  contracts suppliers which operate in compliance with the norms in force and the rules set out in this Code.

The selection of suppliers and the definition of purchase conditions must be based on an objective assessment of:

- the quality and price of the goods and services offered,

- the capacity to ensure the prompt supply of goods and services at a standard that meets the Company’s requirements.  In no case should a supplier be preferred to another due to personal reasons, favouritism or other than in the sole interest of and benefit to the Company.

In particular, suppliers of machinery and equipment must also be selected on the basis of compliance  of supplied goods to the norms on safety and hygiene in the workplace. The supply of  Personal  Protection Equipment or of the general safety and prevention devices must comply with the obligations on certification and general and specific criteria of fit-for-intended use.

Before outsourcing to third parties activities to be carried out inside the Company or in the production cycle the technical-professional appositeness of the third parties is regularly assessed,  pursuant to the specific legal obligations on safety and hygiene at the workplace, within the scope of tender or work contracts.

 

 3.3                  Relationship with Employees

 

Human Resources  are an indispensible  factor in the existence, development and success of  a company. Therefore, Dunav Press safeguards and promotesHuman Resources in order to improve and enlarge the skill sets of each person working in the Company.

Dunav Press offers equal opportunities to all its employees on the basis of the their professional qualifications and their personal skills, with no discrimination on the grounds of religion, race, political or tradeunion orientation, gender.

Therefore the Company, by means of the relevant Departments, selects, recruits, pays and organises  employees based on criteria of merit and ability, in compliance with the respective work contract in force and the bonus system, adopted on the basis of the criteria of objectivity and reasonability.

The workplace  must ensure safety and health of the personnel; favourreciprocal cooperation and  team spirit in full respect of each individual ethical personalities; and be free from prejudice, intimidation, coercion or psychological bullying.

 

 3.4                  Relationships with Competitors

 

 The Company believes in free and fair competition and focuses its actions on the achievement of competitive results that reward ability, experience and efficiency.

The Company and its personnel must conduct themselves in a fair and honest manner in business dealings on behalf of the Company  and in relations with the Public Administration.

Any action aimed at altering the conditions of fair competition is contrary to Company policy and it is forbidden for any persons acting on its behalf.

In the pursuit of Company interest no conduct by the Company managers  nor any personnel in violation of the law in force or the rules set out in this Code can be justified or tolerated.

In any communication to the external world, any information regarding the Company and its  activities must be true, transparent and verifiable.

 

 3.5                  Relationship with the Public Administration

 

 In  the  relationship with  the Public  Administration, Dunav Press is vigilant in ensuring that any act, conduct or agreement complies with the principles of maximum transparency, fairness and legality. Thus, Dunav Press shall avoid appointing a single person to this process, on the basis that a plurality of subjects and departments reduces the risk of interpersonal relations inappropriate to Company policy to a minimum. Furthermore, Dunav Press shall favour, the greatest possible extent, the plurality of Company interlocutors in relations regarding inspections and authorisations, in line with the consideration  that this can reduce the above mentioned risk.

During business negotiations,  requests or business relations with the Public Administrationno direct or indirect conduct shall be admitted which could unfairly affect the decision of the otherparty. In particular, it is forbidden to offer, in the first person, employment a/o business opportunities which could favour employees’ of the Public Administration,  or require or obtain reserved information which could compromise the integrity and reputation of both parties. In executing business relations, the provisions of the contract must be fulfilled,  unauthorised amendments avoided, and proper control and monitoring mechanisms set up, also by means of the collaboration of skilled and competent persons.

Should the Company contract a consultant as a representative or acquire technical-administrative assistance in relations with the Public Administration,  the consultant and any related personnel are subject to the same directives which apply to Company employees. In addition, when selecting consultants, the Company shall apply criteria of professionalism and fairness, excluding anyone having, or having had, business or employment relations with the Public Administration,  also indirectly, by means of third persons or close relatives.

All the applications for funding, subsidies, financing, allowances granted by either national or EU public bodies must be submitted in compliance with the relevant norms and in accordance to the principle of task separation, recording and traceability; once disbursed, any financial aid must be used exclusively for the originally intended use.

 3.6                  Gits, presents and benefits

  No type of gift that exceeds normal business practice or courtesy, and which is aimed at gaining favourable treatment in the carrying out of any activity linked to the  Company  can be  accepted. In  particular, it  is strictly forbidden to give any Bulgarian  or foreign Public Officer or his/her family a present, with the purpose of influencing the impartiality of judgement a/o soliciting any form of favouritism.

This rule applies to any promised, offered or received gifts; “gift” is defined as any type of benefit (free entry to congresses, promises of employment etc.)

Gifts offered to third parties, who are not part of any Public Administration, and in compliance with  strict above-mentioned rules, must be of a limited economic value, be documented and properly authorised in order to ensure the efficaciousness of any checks.

4.      HEALTH, SAFETY AND ENVIRONMENT

4.1                   Health, hygiene and work  safety

  The Company, at all levels, operates with the purpose of ensuring the physical and psychological health and safety of its employees,  that working conditionsrespect an individual ‘s dignity and that workplaces are in compliance with the relevant norms in force regarding Health and Safety.

The Company evaluates all risks concerning the safety and health of  personnel, also when choosing work equipment and substances or the chemical compounds used, as well as the environment of the workplace. The Company carries out its activity utilizing technical, organizational and economic factors which ensure an efficacious accident prevention and a safe and healthy workplace.

Any Company decision,  of any type and at any level, regarding safety and health in the workplace,must follow the principles and criteria listed hereinafter:

·                    Avoidance of risks.

·                    Identification  of those risks which can be eliminated.

·                    Elimination of the risks at source.

·                    Adapt the work to the man – in particular as regards the workplace environment, the choice of work tools and of the work and production procedures – to reduce monotonous and repetitive work and to reduce the consequences of this type of work on heath.

·                    the evolution of techniques.

·                    Replacement of what is dangerous with something not or less dangerous.

·                    Giving priority to measures aimed at collective pro- tection rather than individual protection.

The company programmes preventive measures aimed at creating a framework that  integrates techniques, organisation, working conditions, social relations and the influencing aspects of the workplace.

The Company has made a commitment to disseminate and consolidate the culture of safety in all employees, by developing awareness of the risks and by promoting sensible behavioural  patterns, also by giving appropriate instructions.

The Addressees of this Code, and in particular the Employer and its delegates, senior and junior managers, the Employees, the Environment Health & Safety Manager (RSPP),  the contracted Doctor and the Workers Representative for safety, contribute to the process of risk prevention and the health and safety process for themselves, their colleagues and third parties, in compliance with  personal obligations and responsibilities pursuant to the law on this matter.

When working the consumption of alcoholic substances or drugs is strictly forbidden.

It is also forbidden to smoke at the workplace – pursuant to the law – or in any place where smoke may cause damage to  company equipment or facility or harm to the health of colleagues a/o third parties.

 4.2                  Product Safety

  Product safety has always been a key value forDunav Press.

The company develops and produces products not only to meet functional and aesthetic requirements, but also in compliance with the most strict norms on safety and quality.

 4.3                  Environmental protection

  The Environment is an asset to the whole community, and as such Dunav Press is committed to contributing towards its protection. Therefore, its activities are programmed to create an equilibrium between economic initiatives and environmental  issues, in compliance with the applicable law and norms, cooperating fully with Public Authorities in charge of control, safeguarding and protection of the environment.

The Addressees of this Code contribute to the process of environmental protection. In particular, those who are involved in the production  processes must be vigilant in avoiding any illegal dumping or emission of harmful substances, and in handling dangerous wastes or processing residual products in compliance with the relevant specific norms.

 5.       MANAGEMENT OF INTERNAL INFORMATION

 The process of management  of information fully respects the confidentiality and privacy of the persons concerned.

In managing information, task separation and responsibilities is ensured; any third party involved in the information management process is obliged to sign a confidentiality agreement.

Any information and other material obtained by the Addressees of this Code in doing their job is strictly confidential and remains the sole property of the Company. This information includes current and future activities, news yet to be disclosed, information and announcements to be disclosed in the near future.

 Those who, in doing their jobs, access  privileged information on the Company  (such as: information regarding changes in the management,  acquisition projects, merging, division, strategic plans, budget, business plans) are strictly prohibited from using such information to their advantage or to that of relatives, acquaintances or third parties in general, but only in carrying out (within the scope of) their jobs. These employees must also pay particular attention to not disseminate privileged information and to avoid any improper use of such information.

Additionally, information a/o  any other news, documents or data which are not in the public domain and which concern the actions and operations of any department, shall not be disseminated, used or communicated for any other purpose without prior specific authorisation.

In any case the use of discretion is recommended when dealing with any information regarding the Company or work or professional activities.

The dissemination  of  information externally shall be effected in compliance with the law and according to the criteria of transparency and truthfulness.

In particular, all information communicated to the Public Administration must be true, correct, transparent and complete and must be produced and disseminated according to company procedures and the relevant authorisations.

The Company  is committed to  the protection of  all company information and its technical industrial expertise, including commercial/business and product testing; therefore, it is strictly forbidden for all Addressees to disseminate to third parties that information and ex- pertise, unless it is a complete and in its original form, and already in the public domain or easily accessible by sector experts and operators.

 6.       USE OF INFORMATION TECHNOLOGIES

 IT and telematic resources are an essential element in the efficient and competitive operations of the Company, ensuring rapidity, spread and accuracy  of theflow of information necessary  for the efficient management and the control of the company activities.

All data contained in the company IT  and telematic systems, included e-mails, are the sole property of Dunav Press and must be used exclusively for company activities, in the ways and within the limits set out by the Company.

In order to ensure that the norms on personal privacy is complied with, IT and telematic tools should be used in a limited and correct way, avoiding any practices designed to collect, file or disseminate data and information for purposes  other than company activities. The use of IT  and telematic tools is subject to monitoring and control by the Company in order to prevent any conduct in violation of the law or norms in force.

 7.       ACCOUNTING AND COMPANY BOOKS ANDREGISTERS

 The Company  accurately and completely records all company activities and operations in order to ensure maximum accounting transparency  for the shareholders and the relevant external bodies, and to prevent the occurrence of false, or misleading accounting entries. The management and accounting activity is carried out by means of up-to-date IT  instruments and procedures, which optimize efficiency, accuracy, completeness and consistency of the accounting principles, while also favouring the necessary control and assessment of their legitimacy,  consistency and opportuness in the Company’s processes of decision-making, authorisation, action and operations.

The company believes that accuracy and transparency in the Company  balance sheet are important values; Dunav Press cooperates fully with any relevant body by submitting, on reasonable request, correct and true information on company activities, assets  and operations.

 8.       COMPANY CONDUCT

 Dunav Press believes that company conduct must respect both in letter and spirit the law in force, guaranteeing the decision making power of the OGM, keeping a trustworthy and transparent conduct in dealings with creditors, ensuring the conservation of the share capital and of the undistributable reserves while also cooperating with the relevant Authorities for controls a/o inspections.

 9.       CONFLICT OF INTEREST

  The Addresses of the Code of Ethics  must avoid all situations and activities which may involve a conflict of interest between personal economic activities and the work carried out within/on behalf of the company.

It is forbidden to pursue personal interest which negatively affects company interest, or make personal, unauthorised use of Company assets; it is forbidden to own shares in competitor, customer, supplier companies or Company appointed auditors, unless prior communication to the  which will assess the situation, and decide on whether to inform the Management Board.

 10.     ENFORCEMENT AND CONTROL

 In compliance with the norms in force and within the scope of Company  planning and management  activities, which are aimed at efficiency, fairness, transparency and quality, the Company adopts organizational and management  measures to prevent illegal conduct or conduct in violation of the rules of this Code by any person acting for the Company.

Due to the highly articulated nature of the activities and of the internal organization, the Company implements a system of delegating executive powers andfunctions, clearly and specifically assigning the tasks to persons with appropriate skills and abilities.

In relation to the delegated executive powers assigned, the Company  adopts and implements organizational and management frameworks which set out measures to ensure the implementation of the activity in compliance with the law and the norms on conduct defined in this Code, and to discover and promptly eliminate any compromising situation.

The implementation of the Code of Ethics is the responsibility of the CEO is responsible for the following tasks:

·                    Monitor the compliance  of this Code  and its dissemination to all the Addresses.

·                    Verify any reports of Code violation and inform theorgans and the relevant company departments on the results of the evaluations, for the determination of any disciplinary measures to be adopted.

·                    Submit amendments to the Code to make it conform to the everchanging context that Company operates in and to the evolution of the Company itself.

This Code of Ethics is properly disseminated to the Addressees.

 

 11.     CODE VIOLATION

 Any violations to this Code of ethics can be reported in complete confidence by any Addressee directly to the Prosecutor’s office under BulgarianLaw.

The reporting and evaluation procedures for violations, in pursuit of the truth, are carried out in complete confidentiality, in order to prevent any retaliation against the person who made the report but also to ensure the true facts of the case are ascertained.

 12.                DISCIPLINARY MEASURES

The violation of any of the provisions of this Code ofEthics, in consideration of the severity and any recidivism, shall be considered as a disciplinary matter and a breach of the obligations of the work contract of employment, contractor, or professional consultancy, with the subsequentconsequences envisaged  by the law and the work contract, also pursuant to Bulgarian Civil and Criminal Law.

Therefore, the Company shall have the right to apply the disciplinary measures as envisaged by the Bulgarian Labour Code and by the Company Disciplinary  Code, and by the Control, Management and Organization Model.  

 13.     FINAL REMARKS

 This Code of Ethics enters into force as per today and until revision. It and all it’s provisions must be read and complied with.

 

For Dunav Press Management Board, The CEO

Nikolay Alexiev