Code of Conduct

Standard Ethics (the Agency) is founded on the belief that financial world must be sustainable. The Company Shareholders believe that profit can be achieved through proper management driven by healthy competition based on entrepreneurial and managerial skills rather than the improper use of natural resources, labour, means of production and marketing processes.

In pursuing its corporate objectives, Standard Ethics intends to respect the general Sustainable and Governance Principles as well as the Universal Declaration of Human Rights of the United Nations.

Standard Ethics recognises the supremacy of the United Nations (UN) and also, on the subjects of economic development, employees’ rights and European law, the supremacy of the International Labour Organisation (ILO), the Organisation for Economic Co-operation and Development (OECD) and the European Union (EU). These will indicate, in the first instance, the Parameters needed to interpret the environmental, social and governance standards adopted by the Agency.

In addition to the Statute of the Agency, the Shareholders, who contribute to the development and growth of the Company, agree to be bound by following Code of Conduct for Directors and Managers.

1. Directors and managers should work towards meeting company objectives, with the utmost degree of independence from individual interests and external forces. Their work should be in the general interests of the company and subject to the judgement and scrutiny of the Shareholders’ Meeting.
2. At personal level, external interests must not take priority over general ones.
3. The professionalism of its staff - and their resulting fulfilment they achieve out of this professionalism – is only part of their individual expression. Directors and managers are therefore requested to reject obsessive attitudes to work and eschew patronising attitudes to staff and to encourage empowered relationships founded on solid professional ties, facilitating and to promote a hard-working, efficient and cooperative professional environment.
4. As far as remuneration is concerned, Directors and managers are requested to evaluate the professional efficiency of each staff member, so that the Company is not burdened by financial commitments that do not match professional worth.
5. The Company undertakes to provide adequate staff training and fair remuneration. The behaviour and attire of every member of staff is expected to be in line with his/her role.
6. It is Company policy to take professional experience and educational qualifications into consideration for a more complete evaluation of Directors, Managers and Staff. The use of titles related to educational qualifications, honorary titles or other honours is discouraged.
7. In order to ensure the utmost transparency, every communication and letter should be written in clear and simple language and should include the name and surname of the sender together with all relevant contact details.
8. It is Company policy to guarantee independence and transparency in any decision-making processes.

 

Therefore:

 

1. Every Director and manager of the Company involved in the issue solicited ratings are is obliged to declare to the Board of Directors the nature and characteristics of all marketable and listed securities which are directly or indirectly dealt during the year and which each single amount is above a threshold of 30.000 GBP (without specifying the amount unless they are securities with voting rights and exceed 3% of the issuing company’s capital).
2. Every Director and manager of the Company and its subsidiaries is obliged to declare to the Board of Directors the nature and characteristics of any gift, prize or concession received from providers – or third parties in general – where they relate to the fulfilment of his/her professional duties. Furthermore, every Director is requested to refuse any good or prize whose value is such that their acceptance implies a moral debt towards a third party or may cause the shareholders to fear the complicity of the Director.
3. It is the Directors’ and managers’ duty to make sure that associations of any kind (religious, charitable, political or any other type), in which any Director, Auditor or Group Executive undertake a role of significance or responsibility, do not derive any benefit from the Company and its subsidiaries. It is therefore both advisable and desirable that Directors, Statutory Auditors and any Executive provide the Board of Directors with a complete list of all associations in which they participate or are members.
4. Anyone, be it related to or living with or with 1st or 2nd degree family or kinship ties with Directors, Shareholders (who have holdings equal to or above 1%), Auditors, any Executive or Officer of the Company and its subsidiaries, cannot be employed nor receive any paid employment or request for service provision to the Group, except on the basis of their unquestionable qualifications and following the approval of the Board of Directors.
5. The rating is incompatible with other consultancy services and the existence of equity and other economic and long-lasting interests.
6. Companies in which the members of the Board are (or have been in the previous three years) shareholders with stakes of more than 3% or Directors can not be rated by Standard Ethics.

 

About issuing the rating

 

1. The Standard Ethics Rating is always “solicited”, therefore issued only under explicit request by the issuer and through a bilateral relationship, publicly and officially regulated by the two parties. The only case of unsolicited ratings is the statistical and not-for-profit analysis to update Standard Ethics indices.
2. The rating methodology is standardized, that means that Standard Ethics does not give an interpretation to the definition of sustainability, CSR and governance but applies guidelines and indications of European Union, OECD and UN, therefore without including other inputs.
3. The rating is independent because not compatible with other services and with the existence of any economic interests between Standard Ethics, and its staff, and the issuer.
4. The rating is proposed to the Rating Committee that approves or rejects it without considering the merits of the judgments and without being able to change the assessment independently and autonomously proposed by the researchers in charge of the evaluation.
5. Standard Ethics ensures that all persons involved in the evaluation process and emission meet high standards of integrity and independence.
6. The issuing of the rating can not be influenced by potential economic or political pressures.
7. The rating recipient has contractual obligations in regards to disclosing it and to any communication to Standard Ethics of information and news that may affect and modify the rating.
8. The rating is valid for one year, renewable and can be modified or suspended by Standard Ethics.

 

About disclosing the rating

 

1. Standard Ethics does not publish Solicited Standard Ethics Ratings because they belong to the Applicant that can decide whether to disclose it or not.
2. Standard Ethics publish all Standard Ethics Ratings of listed companies that are components of the Standard Ethics Indices, whether they are solicited or unsolicited.
3. Standard Ethics follows standard procedures to disclose the ratings. The release of new ratings, downgrades and upgrades are communicated through press release and when stock markets are closed. Either after the closing of European financial markets or before their opening.

 

The task of ensuring that the Code of Conduct is respected is entrusted to the compliance officer empowered with the supervisory protocol guidelines.

 

Standard Ethics Board of Directors

London, 06th July 2015

 

Standard Ethics Shareholders

London, 30th September 2015