code of conduct and business ethics (baleària)

Code of Conductand Business Ethics

Code of Conduct and Business Ethics2

Mission and vision 4Values 6Code of ConduCt and Business ethiCs 81. With regards to Baleària staff 102. Commitments to third parties 203. Commitments to society 264. Management of the Code 30

(2016)

This Code of Conduct and Business Ethics describes the values, principles and

practices which should guide and drive Baleària’s activity.

3Letter from the President

Dear Colleagues,

the objective of this Code of Conduct consists of the drive for excellence in all the services Baleària offers its customers, as well as its relationships with the different groups.

Baleària, since it was formed, has been renowned as being a group of companies which had recog-nised and taken on board the idea that excellence in management in the short and long-term can only be achieved by fulfilling the most stringent ethical conduct standards and applicable laws, as well as carrying out a Social Responsibility policy from economic, social and environmental perspec-tives.

This Code of Conduct and Business Ethics has been validated by the Management Committee, and approved by Baleària’s Executive Committee. It describes the values, principles and practices which should guide and drive Baleària’s activity and confirm the Management’s objective of reinforcing the ethical principles to be applied throughout the organisation. It should also promote a work envi-ronment which encourages the integrity of people and respect for the environment.

I would like you to all take the time to read through this Code of Conduct and Business Eth-ics in order that, as part of a joint effort, we can achieve the highest standards of professionalism and responsibility in all our daily activities.

Adolfo UtorPresident of Baleària

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MissionThe Baleària group’s mission is to respond to society’s maritime transport needs by offering their customers a quality service which also respects the environment. The company also offers their shareholders adequate profitability and their employees the possibility to develop professionally and personally.

VisionThe Baleària group’s vision is to be a leading shipping group which is continuously growing, with a global presence, and one which is renowned for its offer of excellent quality services made possible through continuous improvement, excellent management and environmental sustainability. This will lead to the creation and strengthening of links between the societies connected by the company’s maritime routes, thus contributing to their development and progress.

7Values

CoMMitMent to its eMployeesThe company’s principal asset is its employees and, therefore, it is fully committed to providing proper, stable working relations within a framework of equality of opportunities which enables professional growth. Furthermore, this labour stability based on competitiveness depends on the employees’ attitude and commitment and also the company’s investment in training and innovation.

ValUes

GenUine CoMMitMent to CUstoMersBaleària is a customer-based company whose aim is to offer its customers quality services which guarantee their safety and satisfaction, as well as establishing an honest, respectful, and lasting relationship, with personalised and familiar customer service.

CoMMitMent to soCietyIn order to comply with its responsibilities as a company, Baleària endeavours to carry out actions to improve social cohesion, cultural strengthening and environmental sustainability of the area and communities where it carries out its business activity.

innoVation and ContinUoUs iMproVeMentBaleària is a company which is committed to continuous improvement and technological innovation, which it applies to its vessels and services, in order to offer a competitive service and achieve excellence in its management.

respeCt for the enVironMentOne of the company’s main targets is environmental conservation with effective and realistic actions and policies. These are regarded by the group as being more important than merely complying with the regulations.

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The Baleària group’s Code of Conduct and Busi-ness Ethics assumes the ethical commitments and basic standards for appropriate relationships with the main groups of interest (employees, customers, shareholders, business partners, suppliers, admin-istrations and those societies to which it offers its services), in accordance with the principles and approaches inherent in the Social Responsibility. Thus:

All Baleària’s operations are undertaken with an ethical and responsible perspective.

All individuals and legal entities who have working, economic, social or industrial relation-ships with Baleària will be treated in a dignified and fair manner, and they are expected to act in the same way with Baleària.

All the Baleària group’s operations will be car-ried out with the strictest respect for the environ-ment.

Code of CondUCtand BUsiness ethiCs

11

Baleària will work towards achieving the satisfac-tion and commitment of its entire human team promoting equality, participation, team work and professional development, as well as pride and a sense of belonging to the project.

No-one will be discriminated against nor will any form of abuse or harassment due to race, physical disability, religion, sexual orientation, age, nation-ality or sex be permitted.

The company will encourage a balance in the effort required to achieve success in the organisation’s mission and people’s socio-family needs. Thus, it will promote policies which foster a balance between working life and family life, taking into ac-count the specificity of Baleària’s activity.

With reGards to Baleària staff


reGardinG leGality and ContraCtUal oBliGations

The work carried out by Baleària’s employees, both on land and on board the vessels, will be performed in strict adherence to the current legislation. There-fore, all employees, in accordance with the position they hold, should be aware of the rules, whether internal or external, which affect them.

The salaries received by Baleària’s employees will always respect the applicable regulations and will be in keeping with the duties and responsibilities undertaken.

All Baleària employees should loyally comply with their contractual obligations inherent in their working relationship and the applicable legal and conventional provisions demonstrating good faith. Baleària employees shall pay special attention to the compliance of the instructions received from their superiors and their agreed working hours.

The work carried out by Baleària’s

employees will be performed in strict adherence

to the current legislation.

All Baleària employees

should loyally comply with

their contractual obligations.

13With regards to Baleària staff

ManaGeMent responsiBility

For the purposes of this Code, managers will be understood to be the captains and chief engineers, the heads of departments, divisions or branches and all those who represent any Baleària group company or organisation.

What is expected from the managers:A high level of involvement and identification in

Baleària’s work and strategy.A commitment to excellence with exemplary

and model professional conduct. Taking responsibility for any mistakes made by

people in the teams they manage in such a way as to demonstrate solidarity.

Being aware of the company’s plans and strategy and assuming its values in order to appropriately transfer them to their teams.

A permanent commitment to training to main-tain their knowledge updated and in line with the company’s goals.

Regarding the human team for whom they are responsible, they should:

Demand effectiveness.Promote a pleasant working atmosphere by mo-

tivating the team and inspiring confidence.Attempt to ensure the work is always carried out

in the best possible conditions.Encourage a participatory style of management,

organisation and leadership, which would act as a drive for team working.

It is expected from the managers a high level of involvement and identification with the company as well as an exemplary and model professional conduct.

The managers have to promote a pleasant working atmosphere with their team and also, they have to encourage a participatory style of management.


enVironMental and laBoUr relations

Baleària will favour the employees’ motivation, commitment and involvement, promoting partici-pation and team work to maintain a good working environment, both on the vessels as well as at the different branch offices.

Employees shall act with due diligence and loyalty to the company, customers and work colleagues. All employees will assume the responsibilities inherent in the position they hold. In accordance with their duties, the employees will be aware of and will become involved in Baleària’s business project.

Relations with work colleagues, including the company managers, shall always be respectful without allowing for any kind of discrimination or intrusion into other people’s privacy. Furthermore, cooperation will be required between the different departments to achieve the company’s objectives.

Baleària will favour

participation and team work

to maintain a good working environment.


safety

Baleària undertakes to ensure the employees enjoy an appropriate level of safety at work in accordance with the Law on Work-related Risk Prevention and the safety guidelines outlined by the shipping company. Furthermore, the company has started programmes for risk prevention and assessment.

The employees are obliged to know and comply with the legal and regulatory health and safety measures in their job.

The consumption of alcohol and drugs by the employees is prohibited in all Baleària buildings and vessels, as well as the carrying out their duties under the affects of these substances.

traininG

Since it is of utmost importance that all Baleària employees have the necessary knowledge to cor-rectly carry out their duties, the company will promote the employee’s professional development through continuous training programmes adapted to their jobs.

The employees should keep up-to-date in their pro-fessional training and learn any new subjects which may affect them.

The employees should keep up-to-date in their professional training.

The employees have to know and comply with the legal and regulatory health and safety measures in their job.


ConfliCt of interests

Baleària employees can only carry out working and professional activities not part of those covered by their relationship with the company outside their working hours and only if they do not interfere with their own duties or cause a conflict of inter-ests.

Employees will avoid any situation which could potentially cause a conflict of interests between their professional obligations and the interests of their families in, or with respect to, the company. When in doubt over the correct action to take, the employee’s superior or the Ethical Code Committee should be consulted.

The organisation guarantees that the employee’s families can be recruited according to the same equality of opportunities as non-relatives.

With regards to managers, it is preferable that they only hold this one job in order to fully concentrate on their work at Baleària. Furthermore, Baleària can only contract companies or professionals who do not maintain a relationship with its managers except if these relationships were previously ex-pressly authorised by the Executive Committee.

The employees can only carry

out professional activities not part of those

covered by their relationship with

the company outside their

working hours.


Confidentiality of inforMation and personal data proteCtion

The work carried out by Baleària employees within their working day and the information they have access to belongs, in its entirety, to the company. Therefore, the employees should not disclose pro-fessional secrets, and may only use this information for work purposes related to Baleària.

Once the working relationship has terminated, the confidentiality of this information should be maintained. Furthermore, when a person leaves the company, they may not copy, forward, reproduce or reveal, without express authorisation, any infor-mation or work belonging to the company.

Baleària, in complying with the Data Protection Law, undertakes to ensure the privacy of the per-sonal details obtained from the management of its activity (customers, employees, suppliers and other people), and therefore requires the employees to treat these details with precision and the greatest confidentiality; these details should only be con-sulted if required for work and/or justified needs.

The work carried out by employees and the information they have access to belongs to the company, therefore, the employees should not disclose professional secrets.


Use of the CoMpany’s property and eqUipMent

Baleària makes any necessary material, resources, machinery, equipment and I.T. systems available to its staff to carry out the different jobs at the com-pany.

Any employees who, in order to carry out their duties, are assigned the use of any of this property, should use it diligently and in accordance with any rules Baleària establishes at any time.

The employees should use

diligently all the resources,

machinery and I.T systems that

Baleària gives to carry out the

different jobs.


soCial and politiCal CondUCt

The employees’ right to participate in legally recog-nised political and social activities may not inter-fere in the adequate performance of their work, except in cases specifically recognised by law. These activities shall take place outside working hours and any Baleària buildings and vessels; therefore, they may not be attributed to the company, under no circumstances.

Furthermore, each employee is responsible for en-suring their social behaviour does not affect their integrity, or that of the company.

freedoM of assoCiation and ColleCtiVe BarGaininG

Baleària employees have the right to join a union, freedom of association and collective bargaining without any reprisals resulting from this activity.

The employees’ right to participate in legally recognised political and social activities may not interfere in the adequate performance of their work, and shall take place outside working hours and any Baleària buildings and vessels.

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Baleària will strive for relations with third parties which will be based on the values of transparency, commitment and loyalty.

All employees are obliged to act, in their relations with third parties, in accordance with the criteria of respect, dignity and social justice, taking into ac-count each individual’s different cultural sensitivity or sexual orientation. They should not be respon-sible for or allow any form of violence, harassment or abuse, or discrimination for any reason related to race, physical disability, religion, ideology, age, sexual orientation, appearance, nationality, sex or language.

CoMMitMents to third parties


CUstoMer relations

The Baleària human team undertakes to work towards excellence and offer high quality services, in which it guarantees safety and customer satisfac-tion.

The drive for continuous improvement at Baleària should be reflected in the way the customers are treated by the employees: in a respectful, personal-ized and familiar way, always with a helpful atti-tude.

All employees should be aware of, in accordance with their job, the services Baleària offers its cus-tomers in order to be able to give clear and correct information.

The customers have to be treat in a respectful,

personalized and familiar way.

23Commitments to third parties

relationships With sUppliers

Contracting suppliers will be governed by criteria of objectivity and transparency: the quality, price, competitiveness, knowledge of its activity and its connection to Baleària. Baleària’s interests should be combined with obtaining the best supply condi-tions.

Baleària’s employees will maintain a legitimate, ethical and respectful relationship with the sup-pliers of goods and services and will attempt to maintain and strengthen stable relationships with these suppliers.

All suppliers will be required to carry out their op-erations in an ethical and responsible way respect-ing the environment and to maintain respectful and dignified working, social or industrial relation-ships. Therefore, they will allow Baleària, or third parties commissioned by the company, to carry out any review aimed at verifying the compliance of these ethical parameters.

Under no circumstance may the employees of Baleària promise, offer, request or accept, directly or indirectly, favours or compensation in cash or in kind, and any service or gift must be returned or rejected. If, for reasonable causes, related to pos-sible specific cultural idiosyncrasies, returning the aforementioned gift is not considered pertinent, it shall be handed to the organisation’s Head of Busi-ness Social Responsibility.

The profits obtained from any type of promotion by a supplier will be for Baleària and, under no circumstances, for those people who have obtained or negotiated them.

All suppliers will be required to carry out their operations in an ethical and responsible way respecting the environment and to maintain respectful and dignified working, social or industrial relationships.


relations With GoVernMents and aUthorities

As part of its Social Responsibility policy, Baleària wishes to maintain a collaboration agreement with the different public administrations to promote and foster social, cultural and environmental actions which are designed to create social communication between the areas that the company’s routes join by sea.

The Baleària group’s employees will maintain a legitimate, ethical and respectful relationship with public institutions and authorities, always heed-ing the regulations and customs in the countries in which these contacts are made.

In the relations with authorities and institutions, no employee from the Baleària group may offer, request or accept, whether directly or by insinuat-ing, any type of favour, gift or charity which can be related directly or indirectly with the making of decisions regarding Baleària and its activities.

If, for reasonable causes, related to possible specific cultural idiosyncrasies, in a particular case, return-ing the aforementioned gift is not considered per-tinent, it shall be handed to the Head of Business Social Responsibility of the organisation.

The Baleària group’s employees

will maintain a legitimate, ethical

and respectful relationship with

public institutions and authorities.

25Commitments to third parties

relationships With shareholders

Baleària will establish a relationship with its share-holders based on trust, transparency of informa-tion and the sharing of knowledge and experiences to achieve common objectives.

Baleària’s activities are carried out in accordance with social interest, which is the viability and maxi-misation of the company’s value in the long-term in the common interest of all its shareholders.

relations With the CoMpetition

The Baleària Group is equipped to successfully compete in the current market, and it will always do so fully complying with all applicable laws regarding defence of competition and business loy-alty. To this regard, the shipping group undertakes to maintain honest and loyal relationships with the different companies which form part of the compe-tition and pledges not to obtain information from them by unlawful means.

The company shall promote business association-ism in the defence of common interests with other companies in the sector.

The Baleària group shall have an honest and loyal relationship with the competition’s different companies, as well as collaborating in objectives with common interests.

Baleària will establish a relationship with its shareholders based on trust, transparency of information and the sharing of knowledge and experiences to achieve common objectives.

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CoMMitMents to soCiety


CoMMitMent to the CoMMUnity

Baleària undertakes to collaborate with local, national and international communities in which it carries out its business activity and to which it offers its services, within its Social Responsibility policy. This commitment is specified as the crea-tion of programmes and actions of a social, cultural and environmental nature.

Likewise, both the company’s information and advertising messages shall be accurate, useful and pertinent, as well as transmitting Baleària’s values.

enVironMental proteCtion

Baleària shares and assumes the need, in terms of values and integral sustainability, to preserve the environment with efficient and realistic action and policies which go further than merely complying with regulations or directives. The area in which Baleària carries out its operations, the ocean, is a particularly sensitive environment and this is re-flected in the company’s regulatory policies regard-ing pollution prevention.

Baleària undertakes to

collaborate with local, national

and international communities in which it carries out its business activity and to

which it offers its services, within its

SR policy.

29Commitments to society

In its Social Responsibility policy, Baleària under-takes to:

Actively participate in the preservation of the environment in its most basic demonstrations, preventing pollution and any type of harm to the natural environment, especially the marine envi-ronment.

Rationalise the use of any resource and, in particular, that of fuel. In order to do this, it shall design more efficient vessels as regards energy, through R+D programmes, and employ all the available resources so that emissions and noise are minimised in its fleet’s operations. The use of energy and resources shall be rationalised in all Baleària’s premises, avoiding the use of paper where possible.

Promote the involvement of the whole workforce in the battle against climate change and encourage training in environmental issues for all the staff.

Share knowledge and good practise with cus-tomers and business partners to help to spread this environmental message and to make all those people who use Baleària’s services or have a rela-tionship with the company aware of these issues.

Extend this environmental commitment to sup-pliers.

Baleària shares and assumes the need to preserve the environment with efficient and realistic action and policies which go further than merely complying with regulations or directives.


sCope of appliCationThis Code is applicable to all those people connect-ed to any company in the Baleària group through a work contract or providing of services, and to those people who form part of the governing bodies of the business, even though they may not maintain a working relationship.

Geographically, this Code is applicable in all the States in which the Baleària group carries out its activity and on board all Baleària vessels. Further-more, the suppliers should also be informed and required to abide by it.

Validity and pUBliCisinG All people bound by this Code should have read it and should apply the rules and the principles which affect them, in strict keeping with the legal guidelines.

Baleària undertakes to make all the employees connected to the companies in the Baleària group aware of this Code, through the means considered most appropriate.

The Code will be managed by the Code of Conduct Committee which will be informed of any queries Baleària staff may have with regards to its applica-tion. This Code is valid from the date of its approv-al by Baleària’s Executive Committee and the Board of Directors until a new version is published.

4 ManaGeMent of the Code

31Management of the Code

BreaCh of the CodeBreach of this Code can lead to the adoption of remedial measures by the Code of Conduct Com-mittee, always safeguarding the legal rights of the people affected in accordance with the current legislation in the area in which these measures are being applied. The aforementioned is without prejudice to and safeguarded by the authority to impose sanctions which may be applied with regards to the Worker’s Statute or the applicable Collective Agreement.

Baleària employees shall scrupulously comply with the applicable legislation in each area or vessel and, in doing this, will respect the content and the spirit of this Code of Conduct and Business Ethics.

Code of CondUCt CoMMitteeBaleària has created its Code of Conduct Commit-tee as a body for the management, consultation and handling of queries regarding its content, which will be run by the organisation’s Head of Company Social Responsibility. Furthermore, this commit-tee, which will be made up by the Heads of RSC, Labour Relations, the Legal Department and a representative of the worker’s committee, will be responsible for processing any beaches which may occur.

The decisions will be taken under the strictest con-ditions guaranteeing confidentiality and the pre-sumption of innocence of those people involved.

Baleària will hold those people who notify alleged infractions against the Code harmless and will ensure the utmost discretion in the resolution of the dispute.

ContactCode of Conduct CommitteeEstació Marítima s/n03700 Dé[email protected]


Baleària’s success is only possible with the involvement, commitment and dedication of its entire staff to the company project, both on land and at sea.

Baleària’s challenges and achievements belong to each one of the people working there, so they feel as if they are their own.

Codi de Conductai Ètica Empresarial

code of conduct and business ethics (baleària)

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