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Code of Ethics

The Code of Ethics is a corporate social responsibility tool, a point of reference, and a guideline for whoever works at Hera and for those who are interested in pursuing its mission. The aim of the Code of Ethics is to guide Group management based on the ethical values and principles of operation set out in the Charter of Values in order to promote univocal behaviour guidelines aimed at meeting the needs of the stakeholders and at consolidating a positive company reputation.

In 2010, after the experimental three-year period had ended (which began in 2008 with publication of the document), the Ethics and Sustainability Committee coordinated the first update verification. This committee is in charge of disseminating and implementing the content of the Code.

The fourth update of the Code of Ethics was approved by the Board of Directors of Hera S.p.A. on 18 December 2019.

Starting from 2006, supplier qualification is subject to acceptance of the Code of Ethics: furthermore, the supply contracts drawn up by the Group include termination clauses linked to the failure of suppliers to comply with the principles of the code of ethics.

All the subsidiaries have adopted the Code of Ethics approved by the Board of Directors of Hera S.p.A.

Ethics and Sustainability Committee

The Ethics and Sustainability Committee, appointed by Hera S.p.A.'s Board of Directors on 14 May 2008, is responsible for monitoring the dissemination and implementation of the Code of Ethics. It receives reports on breaches of the Code, assessing whether or not it is possible to open proceedings.

At the meeting of Hera S.p.A.'s Board of Directors on 13 may 2020 the company again appointed the members of the Ethics and Sustainability Committee.

The Ethics and Sustainability Committee is composed as follows:

Federica Seganti, Director's Board of Hera S.p.A.
Alice Vatta, Director's Board of Hera S.p.A.
Filippo Bocchi, Head of Hera S.p.A.'s Shared Value and Sustainability Department
Cristiana Rogate, company social responsibility expert (external member).

At the meeting on 24 June 2020, the Committee elected Federica Seganti as Chairman.

Reports to the Committee

Reporting to the Ethics and Sustainability Committee

Reports can be forwarded by post to the address:
Ethics and Sustainability Committee, Hera S.p.A.
Viale C. Berti Pichat 2/4 - 40127 Bologna
or by e-mail
Verbal reports can be made, by contacting the members of the Ethics and Sustainability Committee, requesting a meeting, by mail.

**Reports to the Ethics Committee**
n.	2012	2013	2014	2015	2016	2017	2018	2019
Workers	15	12	19	9	7	12	10	4
Customers	11	9	6	11	14	10	7	7
Suppliers	1	3	0	1	1	1	1	2
Other stakeholder	6	1	1	1	0	0	0	2
Totale	33	25	26	22	22	23	18	15

In 2018, the Ethics Committee examined overall 18 reports. Ten reports were received from employees, 7 from customers and 1 from suppliers; the Ethics Committee has examined 223 reports since 2008.

The 10 reports of the employees concern the relationship between colleagues and between manager/workers, the collaboration between company departments and the communication to the employees, the valorisation of the human resources, the safeguarding of the individuals and equal opportunities and the work environments. With regard to seven reports, in the preliminary investigative phase, the Ethics and Sustainability Committee assessed the need to involve the Central Personnel and Organisation Department as well as the reference structures of the reporting party. In five cases, within the sphere of the preliminary investigation of the report, the Committee contacted/met the person making the report. Four reports as of 31 December 2018 were not yet concluded while for one the Ethics and Sustainability Committee resolved not to proceed with the opening of the preliminary investigative phase due to limits of the competence of the Committee (Art. 70). Consequent to one report, the Committee resolved to adopt a disciplinary measure vis-à-vis a worker who was responsible for seriously offensive conduct vis-à-vis the party making the report.

Customerreports regarded the commercial conduct of sales agencies and the response times and/or the time required to carry out the services (payment instalments, termination of supply, invoicing adjustments). With regard to one report, the Ethics Committee requested Hera Comm to include the failure to observe the principles of the Code of Ethics among the clauses for termination of the agency mandate. With regard to five reports, thanks to the collaboration of the structures involved, a positive response to the request of the customers was achieved. With regard to one report, the intervention of the Ethics and Sustainability Committee led to the formulation of a reply clarifying the position of the company.

The only report from suppliers did not lead to any preliminary investigation since, in agreement with the Procurement and Tenders Department, the firm in question was included in the 2018 suppliers audit plan, drawn up in accordance with the matters envisaged by the integrated management system.

Page updated 28 April 2020