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Code of Ethics

1. INTRODUCTION

Computer Design S.r.l. (the “Company”) has adopted and disseminates this “Code of Ethics” (“Code”), with the intent to make known and ensure that employees and collaborators respect the set of values and rules of conduct to which the Company intends to make constant reference in the exercise of its business activities, to safeguard its reputation and image in the reference market.

In this perspective, the Code is therefore a reconfirmation of the Company’s pre-existing rules and guiding principles.

The Company intends thereby to strengthen the climate of trust and positive collaboration with all those who, in various capacities, are interested in the common development and dissemination of the Company’s values.

It should be noted that the Italian national legal system now also recognizes legal relevance and discriminating purposes in the adoption of ethical principles and corporate conduct, pursuant to the application of Legislative Decree No. 231/2001 (“Decree”) and its integrations and variations (“Regulation of the administrative liability of legal entities, companies and associations”).

This Decree has in fact introduced into our legal system an unprecedented form of criminal-type liability for the Company, which is now called upon to answer personally (in its “own” capacity) should offenses be committed “in its interest or to its advantage.”

The Decree provides, among other things, for a particularly punitive sanctioning system against convicted companies: prohibition from contracting with the Public Administration and – in the most serious cases and in the event of recidivism – even measures with irreversible outcomes (judicial liquidation of the company).

But the Decree also provides that the Code – placed within an effective internal organizational management and control model – can assume an exculpatory and protective force for the benefit of the Company which, in that case, would remain protected from the aforementioned sanctions.

The Company’s administrative body has therefore deemed it appropriate to formally adopt this Code of Ethics.

Similarly, a plan for reviewing internal organizational processes has been coherently programmed and outlined, starting from the corporate functions most “exposed” to the risks of involvement in the commission of offenses pursuant to Legislative Decree No. 231/01. 231/2001. This plan, in the process of progressive implementation, requires the active collaboration and contribution of all for its constant implementation.

In order to ensure, as far as reasonably possible, effective compliance with the rules reflected in this Code, the Company’s administrative body has then established a Supervisory Body (without operational management delegations), which is supported by managers in senior positions in the organizational chart of Computer Design S.r.l., with supervisory and monitoring duties.

The Supervisory Body will be described in greater detail later in this Code.

For all the reasons specified above, it is noted that 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 Civil Code.

Violation of the provisions of the Code may therefore constitute serious breach of the obligations arising from the employment contract and a source of civil wrongdoing, with all consequent personal liability.

Similarly, the Company reserves the right to protect its interests in any competent forum against third-party collaborators (suppliers, on-call workers and consultants) who have violated the relevant provisions of this Code intended for them and which have formed the subject of contractual agreement with the Company, both in Italy and in the relevant foreign countries.

The Company’s human resources, at every hierarchical level or functional responsibility, as well as third-party collaborators, are therefore called upon to scrupulously observe the rules and rules of conduct contained in this Code.

This Code – in conclusion – constitutes an essential element of the Company’s organizational model, together with its policies and organizational provisions, and offers – if adequately understood, implemented and updated – appropriate legal protection to the Company.

In essence, the Code aims to be an instrument for protecting the interests of all those who – albeit with different titles, roles and functions – freely contribute to the widespread and transparent creation of enterprise value, collaborating with the Company.

2. SCOPE OF APPLICATION AND RECIPIENTS

The principles and provisions of this Code are to be considered binding for the administrative body, for persons bound to Computer Design S.r.l. by an employment relationship (hereinafter also the “Employees”) and for all those who, in any capacity, collaborate with the Company (by way of example and without claim to exhaustiveness, consultants, on-call workers, intermediaries, project workers, collectively the “Collaborators”).

Furthermore, Computer Design S.r.l. undertakes to require all external parties who interact with the Company (such as partners, clients, suppliers) to maintain conduct in line with the general principles of this Code as well as the management, organization and supervision model pursuant to Legislative Decree 231/01 and, to this end, disseminating its content and promoting its knowledge.

3. ETHICAL PRINCIPLES

This Code of Ethics intends to make explicit and protect the ethical values recognized as fundamental by Computer Design S.r.l.

3.1. Legality

All recipients of this Code are required to comply with current national and EU legislation.

Computer Design S.r.l. and the recipients condemn the use of unlawful or, in any case, improper conduct toward the community, public authorities, customers, workers, investors, suppliers and competitors, which can in no case be justified for the achievement of their economic objectives.

In no case may the pursuit of the particular interest of the subscribing parties justify conduct not in conformity with the rules of conduct provided by law and/or the Code.

3.2. Loyalty

All activities, internal and external, must be characterized by maximum loyalty and integrity and all parties subject to the provisions of this Code must operate with a sense of responsibility, in good faith and establishing correct professional and commercial relationships, according to the applicable regulatory requirements and market best practice.

In no case may the pursuit of the interest of Computer Design S.r.l. justify conduct that is not honest and not in conformity with legal provisions.

Computer Design S.r.l. believes that belonging to a corporate reality is a value to be defended and promoted. In this way, the Company’s collaborators and employees create results in which they feel they participate and thus contribute to the achievement of corporate objectives through their direct participation.

Computer Design S.r.l. promotes and encourages conduct aimed at respecting corporate assets, sharing values and achieving the common good.

Computer Design S.r.l. believes that the role of each collaborator is essential for achieving corporate objectives and must, therefore, be based on the broadest sharing of the principles recognized in this Code of Ethics.

Every Company collaborator must be aware of the importance of their work and make the mission and values of their company their own; they must also have full awareness of the fact that their work will be evaluated both in terms of results and in ethical terms, and that they will be responsible for their conduct.

Each collaborator of Computer Design S.r.l. must also scrupulously adhere to this Code of Ethics and to the instructions given by their supervisors, so that the company can obtain the results it aims for.

Every collaborator must contribute to enhancing the good name of the Company, both in the professional sphere and in private life.

3.3. Transparency and completeness of information

All actions and relationships with stakeholders, as well as those between the recipients of this Code and third parties, must be carried out ensuring correctness, completeness, accuracy, uniformity and timeliness of information, in order to enable interested parties to make autonomous and informed decisions.

3.4. Impartiality

Computer Design S.r.l. undertakes to avoid in relationships, both internal and external, any form of discrimination based on age, gender, sexual orientation, health status, race, nationality, political and trade union opinions and religious beliefs.

3.5. Confidentiality

The Company ensures respect for confidentiality – in compliance with European Regulation 679/2016 (GDPR) on the protection of personal data and the Consolidated Act on the processing of personal data (Legislative Decree 196/03 as amended by Legislative Decree 101/2018) – for information acquired or processed in connection with or on the occasion of its functions and refrains from collecting confidential data, except in the case of express and informed authorization and/or consent of the data subjects in accordance with current legal provisions.

Confidentiality is an asset that Computer Design S.r.l. also protects through its collaborators, who are required not to use and/or disclose to unauthorized parties confidential information for purposes not connected with the exercise of their activity. Confidential information means, by way of example only, technical information relating to products and procedures; corporate strategies, financial reports.

The computerized processing of information is subject to the security controls necessary to safeguard the company from undue intrusions or unlawful uses.

The protection of the confidentiality of information requires the adoption of particular behavioral rules:

  • do not communicate your password for accessing the network and computer systems of Computer Design S.r.l. and comply with internal regulations on IT security;
  • avoid unnecessary copies of confidential documents;
  • avoid displaying confidential documents in publicly accessible premises;
  • do not leave confidential documents on desks or inside meeting rooms or in any case where unauthorized persons could view them;
  • avoid discussions that may involve the disclosure of confidential information in high-traffic places such as elevators, restaurants, means of transport;
  • ensure the protection of the confidentiality of information with respect to professional staff and support personnel such as administrative staff, carriers and cleaning personnel.

The principle of confidentiality is further observed and guaranteed by the adoption of the Whistleblowing Protocol, regarding reports, and by the Management Systems implemented by the Company relating to ISO/IEC 27001 – 27017 – 27018 Standards.

3.6. Quality

Computer Design S.r.l., by virtue of ISO 9001:2015 certification, bases its activity on the satisfaction and protection of its customers, listening to requests that can promote an improvement in the quality of the products and services provided. The Company in particular provides the main guidelines and rules for correct use of IT infrastructures and resources; furthermore, in its capacity as Data Controller, it is required to protect the integrity, availability and security of corporate information for the secrecy requirements of its corporate know-how and to protect the privacy of the data subjects.

3.7. Diligence and accuracy in the execution of contracts

The contracts and assignments entrusted to Computer Design S.r.l. are executed diligently according to what has been established by the Parties. The Company undertakes not to exploit conditions of ignorance or incapacity of its counterparties. In existing relationships, anyone operating in the name and on behalf of Computer Design S.r.l. must not take advantage of contractual gaps or unforeseen events to renegotiate the contract solely for the purpose of exploiting the position of dependence or weakness in which the interlocutor has found themselves.

3.8. Fair competition

Computer Design S.r.l. considers it essential to promote fair competition which it considers functional to its own interest as well as that of all operators in the sector, customers and stakeholders in general.

To this end, it undertakes to protect the value of fair competition by refraining from collusive, predatory conduct and abuse of dominant position.

3.9. Workplace safety

Computer Design S.r.l. protects safety and health in the workplace by implementing the provisions of Legislative Decree 81/08 and has also obtained ISO 45001:2018 certification; therefore, it considers respect for workers’ rights to be fundamental in carrying out its economic activity.

3.10. Environmental policy

The Company bases its activities in compliance with Legislative Decree 152/2006 and has obtained ISO 14001:2015 certification.

Computer Design S.r.l. pays the utmost attention to respecting the interests of the community and considers the environment and nature to be fundamental duties and heritage of all, to be protected and defended, and undertakes to adopt responsible attitudes of environmental protection, acting in scrupulous compliance with applicable regulations on environmental protection, as well as the limits defined by any authorizations and prescriptions received from the competent Bodies, and avoiding conduct harmful to the environment.

Computer Design S.r.l. promotes respect for the environment, identifying it as a qualifying and rewarding element for every type of project and, to this end, makes the utmost commitment to orienting its activity toward respect for these principles.

Computer Design S.r.l. follows with particular attention the evolution of national and European environmental legislation and manages with commitment qualifying projects in the territorial area, undertaking to make continuous improvements for the protection of the environment, minimizing the environmental impact deriving from the performance of its corporate activities.

3.11. Compliance with prescriptions issued by the European Union

Computer Design S.r.l. undertakes to diligently observe every restrictive measure issued by the EU, in all relationships that the Company maintains with foreign countries.

In fact, within the framework of the common foreign and security policy (CFSP) of the European Union, Article 29 of the Treaty on European Union (TEU) allows the Council of the European Union to adopt a decision to impose sanctions, often also called restrictive measures, against third countries, non-state entities or persons. EU sanctions may be imposed in implementation of implementing measures of United Nations Security Council resolutions or on an autonomous basis, i.e. on the Union’s own initiative.

They may include:

  • the prohibition of export of arms and related equipment;
  • admission restrictions (visa/travel bans);
  • economic measures such as import and export restrictions;
  • freezing of funds and economic resources owned by the targeted persons or entities.

Computer Design S.r.l. aims to ensure, through monitoring of its third parties (also through the administration of self-assessment questionnaires), compliance with regulations imposing restrictive measures and with the transposition of internal legislation, which sanctions any violation. By way of example, verification of the possible presence of EU restrictive measures in relation to the party with whom one interfaces (person or company or group) and reputational verification, as well as verification of the product subject to the contract. It is also necessary to verify whether, where that specific operation must be carried out while a restrictive measure is in force, a special authorization is necessary, which must be obtained and respected.

4. Conduct in business management

4.1. General principles

The individual and collective conduct of the recipients of this Code, in the conclusion of any transaction, must be carried out in full compliance with current laws and the ethical values of Computer Design S.r.l.

This Code of Ethics is an integral part of the same system of operational and behavioral rules indicated below which must be adhered to:

  • Organizational model pursuant to Legislative Decree 231/01
  • Organizational procedures

In professional and commercial relationships and relations, fraudulent practices and conduct, acts of corruption and favoritism are prohibited.

The Administrative Body, the Shareholders, the Employees and the Collaborators must ensure that every business decision is made in the interest of the Company, in line with the principles of correct corporate and business management of the Company itself.

They must, therefore, avoid all situations in which a conflict of interest may arise between personal or family economic activities and the positions held, such as to interfere with or undermine the ability to make decisions in an impartial and objective manner. They also avoid abusing their position to obtain undue advantages for themselves or for others.

In commercial transactions, particular care is required in receiving and spending coins, banknotes, credit instruments and values in general, in order to avoid the danger of introducing counterfeit or altered values onto the market.

4.2. Relations with customers

Computer Design S.r.l. bases the excellence of the services offered on attention to customers and on the willingness to satisfy their requests.

The objective pursued is to guarantee an immediate, qualified and competent response to customer needs by informing its conduct with correctness, courtesy and collaboration.

In the context of relations with customers, the Administrative Body, the Employees and the Collaborators of the Company are required to:

  • develop and maintain favorable and lasting relationships;
  • not discriminate against customers or seek to unduly exploit positions of strength to their disadvantage;
  • operate in compliance with current regulations;
  • always respect the commitments and obligations assumed toward customers;
  • provide accurate, truthful and complete information so as to enable the customer to make an informed decision;
  • adhere to truth in advertising and other communications;
  • not denigrate competitors.

In particular, contracts with customers must be formalized in an agreement that will take written form.

To ensure full compliance with and application of the Code of Ethics, Computer Design S.r.l. does not maintain relationships with customers who have not declared that they know and accept the content of the Code of Ethics.

Moreover, any violation of the Code of Ethics will result in termination of the relationship between the parties. Customers are therefore required to communicate and report conduct not in conformity with the principles set out above.

On the other hand, in the relationship with customers who respect the Code of Ethics and its principles, Computer Design S.r.l. ensures management that is totally aimed at guaranteeing the achievement of results and full satisfaction of requests.

Finally, the Administrative Body and the collaborators of Computer Design S.r.l. must also avoid requesting personal favors from customers and accepting gifts exceeding modest value or conformity with current practices.

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4.3. Relations with suppliers

Computer Design S.r.l. undertakes to choose its suppliers based on objective evaluations regarding competence, competitiveness, quality and price, in order to pursue a purchasing policy based on the search for maximum competitive advantage and equal opportunity for every supplier.

In the context of relations with suppliers, the Administrative Body, the Employees and the Collaborators of the Company will be required to:

  • establish efficient, transparent and collaborative relationships, maintaining an open dialogue in line with the commercial customs of the sector;
  • obtain the collaboration of suppliers in constantly ensuring a convenient quality/cost ratio;
  • apply the contractually provided conditions;
  • require suppliers to comply with the principles set forth in the Code of Ethics;
  • operate in compliance with current legislation, demanding its punctual and constant compliance.

4.4. Relations with external collaborators

The Administrative Body, the Employees and the other Collaborators of Computer Design S.r.l. are required, in relations with external Collaborators (as defined in the general part of the organizational model), to:

  • carefully evaluate the opportunity to use the services of external Collaborators, selecting highly qualified counterparties;
  • establish efficient, transparent and collaborative relationships;
  • obtain the cooperation of external Collaborators in ensuring a convenient ratio between quality and cost of the service;
  • demand the application of the contractually provided conditions;
  • require Collaborators to adhere to the principles of this Code of Ethics, including an appropriate provision in the relevant contracts;
  • operate within current legislation and require its punctual compliance.

4.5. Relations with Supervisory and Control Bodies

Relations with Supervisory Bodies (Supervisory Body and Auditors) are characterized by maximum transparency, clarity, professionalism and correctness, in order to establish a relationship of maximum collaboration.

With particular reference to the Supervisory Body, the appointed member acts in compliance with the Regulation of the Supervisory Body, established for this purpose.

Computer Design S.r.l. does not justify that the pursuit of corporate interest is achieved through the promise, offer or payment, directly or through intermediaries, of sums of money or other benefits, gifts and acts of courtesy and hospitality in favor of persons responsible for supervision and control, in order to influence them in the performance of their duties (either to act in a given way or to omit to act) and/or to obtain an undue advantage from them.

In no case does the pursuit of the Company’s interest justify acts of impediment or obstruction to the legitimate control activity of the Bodies appointed for this purpose, including the concealment or destruction of documents, or the performance of simulated or fraudulent acts for the purpose of unduly influencing the activity and decisions of the aforementioned Bodies.

5. Relations with the Public Administration

The notion of Public Administration includes all those parties who can be qualified as such under current legislation. By way of example only and without claim to exhaustiveness, this notion includes public officials understood as bodies, representatives, agents, exponents, members, employees, consultants and persons in charge of public functions or services, of public institutions, of public administrations, of guarantor and supervisory authorities, of public bodies at international, state, local level, as well as of private entities in charge of public service, concessionaires of public works or public services and in general private parties subject to public law discipline.

Relations with the Public Administration must be maintained only and exclusively by the corporate functions authorized to do so. In particular, all the relationships in question must be inspired by principles of diligence, transparency and honesty.

The Administrative Body, the Employees and the Collaborators of Computer Design S.r.l. must maintain conduct inspired by maximum correctness and integrity in relations with employees and representatives of public bodies, political and trade union forces.

In particular, it is not permitted to offer money or gifts to managers, officials or employees of the Public Administration or to their relatives, unless they are gifts or benefits of modest value.

Equally, the Administrative Body, Employees and Collaborators of Computer Design S.r.l. are prohibited from offering or accepting any object, service, performance or favor of value to obtain more favorable treatment in relation to any relationship maintained with the Public Administration.

In the case of participation in tenders called by the Public Administration, operations must be carried out in compliance with current legislation and correct commercial practice.

Where Computer Design S.r.l. uses, for this purpose, a third party or, in any case, an external collaborator, they will be subject to the same provisions applicable to the Company’s employees. The Company may not be represented by a third party when they are in a conflict of interest situation.

There is an express prohibition – for all corporate representatives, directly, and for external Collaborators, through appropriate contractual clauses – to:

  • engage in conduct such as to constitute predicate offenses (Articles 24 and 25 of the Decree);
  • engage in conduct which, although not in itself constituting offenses falling within those considered above, may potentially become so;
  • create any conflict of interest situation with respect to the Public Administration in relation to the aforementioned hypotheses of offense.

Within the framework of the aforementioned conduct, it is prohibited in particular to:

  • make payments in cash to public officials;
  • distribute gifts and presents outside of what is provided for by corporate practice (that is, according to what is provided for by the Code of Ethics, any form of gift offered or received, exceeding normal commercial or courtesy practices, or in any case aimed at acquiring preferential treatment in the conduct of any corporate activity);
  • in particular, any form of gift to Italian and foreign public officials (even in those countries where the giving of gifts represents a widespread practice), or to their family members, that may influence independence of judgment or induce them to ensure any advantage for the company is prohibited. Permitted gifts are always characterized by the modest nature of their value. Gifts offered – except those of modest value – must be documented in a manner adequate to allow the prescribed verifications;
  • grant other advantages of any nature (promises of employment, etc.) in favor of representatives of the Public Administration that may determine the same consequences as in the previous point;
  • recognize compensation in favor of external Collaborators that does not find adequate justification in relation to the type of assignment to be performed and the practices in force locally;
  • submit untruthful declarations to national or EU public bodies in order to obtain public disbursements, contributions or subsidized financing;
  • allocate sums received from national or EU public bodies as disbursements, contributions or financing for purposes other than those for which they were intended.

For the purposes of implementing the above conduct:

  • relations with the Public Administration for the aforementioned risk activity areas must be managed in a unified manner, proceeding with the appointment of a specific manager for each operation or plurality of operations (in case of particular repetitiveness of the same) carried out in the risk activity areas;
  • assignments conferred on external Collaborators must be drawn up in writing, with indication of the agreed compensation and must be proposed or verified or approved by at least two parties belonging to Computer Design S.r.l.;
  • no type of payment may be made in cash or in non-economic services;
  • declarations made to national or EU public bodies for the purpose of obtaining disbursements, contributions or financing must contain only absolutely truthful elements and, in case of obtaining the same, a specific report must be issued;
  • those who perform a supervisory and oversight function on compliance related to the performance of the aforementioned activities (payment of invoices, allocation of financing obtained from the State or EU bodies, etc.) must pay particular attention to the implementation of the compliance itself and immediately report to the internal supervisory body any situations of irregularity.

6. Human resources management

Computer Design S.r.l. bases its policies for selection, remuneration and training of Employees on criteria of professionalism, competence and merit.

The Company rejects any form of discrimination or favoritism aimed at facilitating recruitment or assignment of positions.

Similarly, the Administrative Body, the Employees and the Collaborators must act and behave with impartiality, avoiding any disparity of treatment and working to maintain an internal climate respectful of the dignity and personality of the individual.

Computer Design S.r.l. protects equal opportunities in personnel selection through the use of objective evaluations of the professional and psycho-attitudinal profiles of candidates.

7. Administrative and accounting management

Computer Design S.r.l. operates in compliance with current legal and regulatory provisions applicable to the preparation of financial statements and the preparation of mandatory administrative-accounting documentation.

Information must be truthful, accurate, complete and clear so as to allow transparency of accounting recording activity, guaranteeing shareholders and third parties a clear picture of the Company’s economic, asset and financial situation.

To this end, the documentation of elementary facts, to be reported in accounting in support of the recording, must be complete, clear, truthful, accurate and valid and must be archived for any appropriate verification.

The related accounting record must completely, clearly, truthfully, accurately and validly reflect what is described in the supporting documentation.

In the case of economic-asset elements based on valuations, the related recording must be made in compliance with the criteria of reasonableness and prudence, clearly illustrating in the related documentation the criteria that led to determining the value of the asset.

Anyone who becomes aware of possible omissions, falsifications, irregularities in the keeping of accounts and basic documentation, or in any case, of violations of the principles established by the Code of Ethics, is required to promptly report them to the Supervisory Body referred to in point 8 below.

All corporate functions are required to provide maximum collaboration for the correct and timely representation of management facts in corporate accounting.

8. Implementation rules and final provisions

The efficiency and effectiveness of the internal supervisory system are conditions for carrying out business activity in accordance with the rules and principles of this Code.

All recipients of the Code are, therefore, called upon to guarantee its effective functioning.

To this end, Computer Design S.r.l. undertakes to adopt appropriate procedures, instructions and/or regulations, aimed at ensuring concrete observance of the provisions of the Code, also establishing the criteria for appointing the members of the Supervisory Body pursuant to Legislative Decree 231/01, to which supervisory and sanctioning powers are attributed.

In particular, the Supervisory Body (SB):

  • supervises the functioning and observance of the organizational Model, possibly intervening to suggest modifications and/or integrations;
  • constitutes a reference both for the Company’s employees who wish to contact it to report unlawful conduct, and for parties who have not complied with the prescriptions contained in the organizational and management Model;
  • proposes sanctions arising from the ascertainment of violations.
  • The operational conditions for achieving maximum effectiveness of action of the Supervisory Body concern:
  • access without limitations to relevant corporate information without hierarchical subordination constraints that may condition its independence of judgment, even toward the Company’s top management;
  • the obligation to inform, by any corporate function, upon the occurrence of events or circumstances that may assume relevance for the purpose of supervision.

9. Sanctions

9.1. General principles

The effectiveness of the Code of Ethics is also linked to the adequacy of the sanctioning system.

Sanctions will be commensurate with the seriousness of the infraction, the intensity of the psychological element in terms of negligence or intent and any repetition of the infraction. Recidivism will also be taken into account for the purpose of imposing any expulsion sanction.

The ascertainment of good faith in the performance of conduct constituting incorrect application of the principles and rules established by the Code may constitute grounds for exoneration or mitigation.

Such sanctions, proposed by the Supervisory Body, will be imposed by the administrative Bodies appointed for this purpose, taking into account all the circumstances of the specific case.

9.2. Measures against employees to whom the national collective labor agreements (CCNL) for the sector apply

The sanctions provided for by the National Collective Labor Agreement apply to employees, in compliance with the procedures provided for by Article 7 of the Workers’ Statute.

In application of the general principles indicated above, violation of the provisions of the Code may result in the application of the sanctions of written reprimand, fine, suspension or dismissal for just cause or justified reason.

The contestation of infractions is carried out by the Administrative Body.

9.3. Measures against the Administrative Body

In the event of serious violation of the Code’s provisions by senior management, the Supervisory Body is required to provide formal notification to the Administrative Body for appropriate evaluation.

9.4. Measures against consultants and suppliers

Violation of the Code’s provisions by Consultants or Suppliers will require the company functions that maintain relationships with them to activate all contractual and legal instruments available to protect the company’s rights, including, where applicable, contract termination and compensation for damages.

10. Dissemination of the Code

10.1. Dissemination to employees

The Code is distributed to all employees, requiring them to provide a written declaration of receipt.

Upon distribution of the document, the date from which the Code enters into force is specified, along with the fact that failure to comply with the rules contained therein will result in the application of the sanctions specified in the previous chapter.

For the purposes of the effectiveness of this Code, the Company’s objective is to ensure proper knowledge of the rules of conduct contained herein, both for resources already present in the company and for those who will be hired.

The information and training system is implemented by the Administration.

10.2. Information to “subjects” other than employees

All “Subjects” other than employees must provide a written declaration of acceptance of the principles contained in this Code.

11. Monitoring and updating of the Code

Computer Design S.r.l. is committed to refining and/or updating the provisions of this Code of Ethics.

To this end, any proposed amendments put forward by stakeholders will be subject to prior review by the Supervisory Body, which will issue a non-binding opinion to the competent parties for approval of the amendments.

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12. Implementation of the Code: reporting of suspicions and protections for the whistleblower (whistleblowing)

This Code is disseminated to all the recipients mentioned above and is available on the Company’s website.

Furthermore, the Code (including subsequent updates) is distributed to all employees by making it available on the company Intranet with notification via email.

All those who collaborate with Computer Design S.r.l. are committed to observing and ensuring observance of the principles of this Code.

In no way can acting for the benefit of Computer Design S.r.l. justify the adoption of conduct in conflict with the law and with these principles.

Observance of the Code’s provisions must be considered an essential part of the contractual obligations of Computer Design S.r.l. pursuant to and for the purposes of current regulations.

Violation of the principles defined in the Code may constitute breach of the contractual obligations arising from the employment and/or collaboration relationship.

Any violation or suspected violation of the contents of the Code or of the Company’s Organization and Management Model or of Legislative Decree 231/01, of which one becomes aware by reason of the employment relationship, is promptly communicated to the WB Manager pursuant to Legislative Decree 24/2023, through the internal reporting channel established by the Company and specifically regulated within a dedicated organizational document published on the website in the “Whistleblowing” section, to which reference is made in full for its regulation. The WB Manager must involve and coordinate their activity with the Supervisory Body.

All parties involved in the Process are in any case obliged to guarantee the confidentiality of the whistleblower’s identity and of the information received.

No form of retaliation or discriminatory measure, direct or indirect, on working conditions for reasons directly or indirectly connected to the report is permitted or tolerated against these same parties.

The disciplinary system adopted by Computer Design S.r.l. provides for sanctions against those who violate the protection measures, as well as against those who make reports with intent or gross negligence that prove to be unfounded.

Computer Design S.r.l. considers observance of the provisions and requirements contained in the Code of Ethics an integral and essential part of the contractual obligations arising, for employees, from subordinate employment relationships also pursuant to Article 2104 of the Civil Code and, for non-subordinate collaborators, from their respective contractual regulations.

Violation of the aforementioned provisions will constitute breach of the obligations arising from the employment or collaboration relationship, with all consequences under law or contract.

Date: 03/31/2026