Ref: INT-CoEBC-0034                                       Version: 1.0 (07/07/2021)

INTRODUCTION

FEMCO values the importance of high standards of business conduct. Adherence to this Code of Ethics and Business Conduct by all employees and collaborators is required. This code represents a working guide and not as a technical legal document. Each employee and collaborator should apply this code with common sense and the attitude of seeking full compliance with the spirit of the rules presented. This code might be modified or revised from time to time. Employees and collaborators should familiarize themselves with this code so that any proposal or act that would constitute a violation might be readily distinguished. Each employee and collaborator is responsible for his actions. Violations can result in disciplinary action, including dismissal and criminal prosecution. If any employee or collaborator has doubts regarding a questionable situation that might arise, he should immediately consult his supervisor or higher level.

FAIR COMPETITION

The company supports competition based on quality, service and price. We will conduct our affairs honestly, directly and fairly. To comply with the local and international laws and with our policy of fair competition, employees and collaborators:

• Must never discuss with competitors any matter directly involved in competition between the company and the competitor (e.g. sales price, marketing strategies, market shares and sales policies).
• Must never agree with a competitor to restrict competition by fixing prices, allocating markets or other means.
• Must not arbitrarily refuse to deal with or purchase goods and services from others simply because they are competitors in other respects.
• Must not require others to buy from us before we will buy from them.
• Must not require customers to take from us a service they don’t want just so they can get one they do want.
• Must never engage in industrial espionage or commercial bribery.
• Must be accurate and truthful in all dealings with customers and be careful to accurately represent the quality, features and availability of company products and services.

COMPLIANCE WITH LAWS AND REGULATORY ORDERS

The applicable laws and regulatory orders of every jurisdiction in which the company operates must be followed. Each employee and collaborator is charged with the responsibility of acquiring sufficient knowledge of the laws and orders relating to his duties in order to recognize potential dangers and to know when to seek legal advice. In particular, when dealing with public officials, employees and collaborators must adhere to the highest ethical standards of business conduct. When we seek the resolution of regulatory or political issues affecting the company’s interests we must do so solely on the basis of merit and pursuant to proper procedures in dealing with such officials. Employees and collaborators may not offer, provide or solicit, directly or indirectly, any special treatment or favor in return for anything of economic value or the promise or expectation of future value or gain.

CONFLICTS OF INTEREST

There are several situations that could give rise to a conflict of interest. The most common are accepting gifts from suppliers, employment by another company, ownership of a significant part of another company or business, close or family relationships with outside suppliers and communications with competitors. A potential conflict of interest exists for employees who make decisions in their jobs that would allow them to give preference or favor to a customer in exchange for anything of personal benefit to themselves or their friends and families. Such situations could interfere with an employee’s ability to make judgments solely in the company’s best interest.

GIFTS AND ENTERTAINMENT

“Gifts” are items and services of value that are given to any outside parties, but do not include items described below.

• Normal business entertainment items such as meals and beverages are not to be considered “gifts.” Items of minimal value, given in connection with sales campaigns and promotions or employee services, safety or retirement awards are not to be considered “gifts” for purposes of this code.
• Contributions or donations to recognized charitable and nonprofit organizations are not considered gifts.
• Employees and collaborators must not offer a gift, payment or bribe, or anything else of value, whether directly or indirectly, to any official, political party or party official, for the purpose of influencing an official act or decision

No employee, collaborator or member of his immediate family shall solicit or accept from an actual or prospective customer or supplier any compensation, advance loans, gifts, entertainment, or other favors which are of more than token value or which the employee would not normally be in a position to reciprocate under normal expense account procedures. Under no circumstances should a gift or entertainment be accepted which would influence the employee’s or collaborator’s judgment. In particular, employees and collaborators must avoid any interest in or benefit from any supplier that could reasonably cause them to favor that supplier over others.

An employee or collaborator who receives, or whose family member receives, an unsolicited gift prohibited by these guidelines, should report it to his supervisor and either return it to the person making the gift or, in the case of perishable gift, give it to nonprofit charitable organization

ACKNOWLEDGEMENT

The Code of Business Ethics and Business Conduct Acknowledgment form should be signed by any employee and collaborator of the Company to signify his adherence and familiarity with the principles expressed in the Code.