1 Premise

Sierra, one of the European leaders in the production of finned tube heat exchangers used in both civil and industrial appli- cations, believes that a focus on responsible and sustainable sourcing of raw materials, products and services is an effective way to encourage responsible behaviour and positive values in every area of the production chain.

Sustainability is an integral part of the Company’s business strategy; even in the sourcing of raw materials, goods and services required for the production and development of its products and solutions, Sierra is committed to establishing relationships with its suppliers, paying attention to their com- pliance with the highest standards of sustainability and social responsibility, both within its own companies and within the respective local and global supply chains.

With this supplier code of conduct (“Supplier Code of Conduct“), the Company therefore intends to establish the minimum requirements concerning the standards and criteria that must be followed by all suppliers for the entire duration of the relationship established with the Company, relating in par- ticular to compliance with international laws and regulations, respect for human and labour rights, environmental protection and climate change, as well as the principles of integrity, ethics and anti-corruption.

This Supplier Code of Conduct, and any subsequent updates thereto, shall form an integral and essential part of all agree- ments concluded between the Company and its suppliers.
If the supplier has adopted its own code of conduct containing stricter rules than this Supplier Code of Conduct, the supplier shall be entitled to apply its own stricter rules, in each case pro- vided that full compliance with the Supplier Code of Conduct is ensured.

For all matters not expressly provided for in this Supplier Code of Conduct, all further provisions contained in the Code of Ethics available on the Company’s website, of which this document is an integral and substantial part, remain in force and fully effective. Each supplier therefore also undertakes to comply with the provisions of the Code of Ethics, to the extent of their respective competence.

2 Scope of application

The recipient of this Supplier Code of Conduct is any “supplier” of the Company, to be understood as a party that supplies the Company with products, raw materials, semi-finished goods, goods in general and services.

Each supplier is obliged to comply with the standards and principles identified in this Supplier Code of Conduct, com- mitting to apply policies consistent with those set out herein, throughout the supply chain and in supply relationships with its subcontractors and/or sub-suppliers.

Should the supplier make use of other subjects in the supply chain (e.g. sub-suppliers, sub-contractors, third party suppliers of goods and/or services, etc.), the supplier shall ensure that the principles set out in this Supplier Code of Conduct are also duly implemented by such subjects, in order to ensure that each subject involved in the supply and/or procurement chain complies with them.

3 Compliance with international laws and regulations

The Company expects each supplier to comply with all appli- cable laws and regulations as well as international standards and best practices applicable in the country in which the supplier operates or is based.

In addition, suppliers undertake to behave in accordance with the fundamental principles and rights defined:

  • by the UN Universal Declaration of Human Rights, the UN Global Compact, the Charter of Fundamental Rights of the European Union, the International Covenant on Civil and Political Rights, and the International Labour Organi- sation’s minimum standards of international protection;
  • the Paris Agreement on climate change, the Stockholm Convention on persistent organic pollutants, the Basel Convention and the Minamata Convention on mercury;
  • in general, by the United Nations (UN) and the Organisa- tion for economic co-operation and development (OECD), against corruption, as well as by all relevant conventions and laws, including those concerning corruption abroad.

4 Human and labour rights

The Company promotes the principle that each supplier, in its activities, must respect human and labour rights, operating in accordance with the principles set out below.

  • Child labour

    The supplier undertakes not to hire and/or use child labour of any kind, in accordance with the International Labour Organisation.

  • Prohibition of discrimination

    The supplier undertakes to create and maintain a working environment free of all forms of discrimination. No em- ployee shall be discriminated against, penalised, harassed and/or favoured on the basis of characteristics such as sex, colour, nationality, religion, political or other opin- ion, ethnic origin, disability, age, gender identity or other similar characteristics.

  • Forced labour

    The supplier is committed to ensuring that all work is carried out on a freely agreed basis, rejecting any form of forced labour, slavery or human trafficking. Employees must be free to terminate their employment contract with their employer, subject to the notice periods stipulated by law.

  • Right of association

    The supplier undertakes to respect the right of workers to associate, organise and join associations, as well as go on strike.

  • Remuneration and working hours

    The supplier undertakes to observe the relevant national laws concerning working hours, breaks and rest periods prescribed by law, as well as remuneration, minimum wage and social benefits, also in the light of the relevant international standards of the International Labour Organisation.

  • External personnel

    The supplier using external personnel (e.g. security personnel, etc.) undertakes to comply with the applicable national laws governing contractual and labour relations. External personnel must be adequately informed and monitored, particularly with regard to risks to human rights, as well as health and safety in the workplace, physi- cal harm, accidents at work, illnesses, etc.

  • Health and safety in the workplace
    The supplier undertakes to comply with the minimum legal requirements for working conditions, ensuring compliance with occupational health and safety regula- tions in order to prevent accidents and/or occupational diseases. This includes, but is not limited to, the obligation to identify, assess and reduce actual and potential safety and health risks, to have its own health and safety policy that demonstrates its commitment to compliance, to ap- point responsible persons within its organisation, to have operational control, such as rules and procedures, and to inform all employees, to provide adequate working tools and protective equipment to all employees, and to adopt emergency management procedures.
  • Freedom of expression and confidentiality of information (privacy)

    The supplier undertakes to protect its employees’ right to freedom of expression, as well as to protect the confidenti- ality and privacy of their information and the privacy of all employees in general.

5 Materials from conflict/embargoed zones and high-risk raw materials

The supplier is committed to conducting a thorough analysis to promote responsible resource and raw material supply chains in order to protect human rights in possible conflict or high-risk regions and/or areas.

Suppliers must only source minerals that do not originate in conflict or high-risk areas, in particular tin, tantalum, tungsten, gold, as well as minerals and metals related to raw materials originating in conflict or high-risk areas, in accordance with the relevant applicable provisions, including, but not limited to, Regulation (EU) 2017/821, which establishes specific duty of care obligations in the supply chain of the aforementioned materials, and Regulation (EU) 2014/833 of 31/07/2014, as amended by Council Regulation (EU) 2023/1214 of 23/06/2023, which establishes, in particular, the prohibition to import and purchase and/or transport within the EU territory, material origi- nating in or exported from the Russian Federation.

In the event that a product contains one or more of these high-risk minerals or raw materials, such as cobalt, the supplier must be able to guarantee transparency in the event of en- quiries regarding the origin of the material in the supply chain, with the possibility of excluding materials whose verification process has not been adequate and accurate. In addition, the supplier undertakes not to engage in conduct that causes harmful soil contamination, water and air pollution, harmful noise emissions or excessive water consumption, nor to illegal- ly appropriate land, forests and water used for the livelihood of individuals or local populations.

6 Environmental protection and climate change

The supplier is committed to optimising the use of resources, including raw materials, energy, water and fuel, reducing their consumption, promoting the reduction of waste produced and protecting biodiversity. This commitment includes the elimination or reduction of waste in order to improve disposal practices, enabling reuse and recycling of the waste itself. The supplier must commit to take all necessary measures to mini- mise direct and indirect carbon and greenhouse gas emissions by promoting the use of renewable energy and alternative energy sources. In addition, the supplier agrees to refrain from committing violations of environmental obligations due to (i) the use of mercury and/or mercury compounds in products and/or production processes, including through the treatment of mercury waste, (ii) the use and disposal of persistent organic pollutants and the collection, storage, disposal of the resulting waste, and/or (iii) the transboundary shipment of hazardous waste and its disposal.

7 Integrity, ethics and anti-corruption

The Company expects each supplier to act in accordance with the principles of legality, loyalty and fairness, as set out below.

  • Integrity, ethics

    The supplier is required to conduct its activities in accord- ance with the principles of ethics and integrity and to have organisational systems aligned with the principles expressed in this Supplier Code of Conduct.

  • Compliance with anti-corruption laws

    The supplier shall act with the necessary diligence to pre- vent any form of corruption, theft, embezzlement, fraud or extortion; in particular, the supplier shall not directly or indirectly request, accept or grant payments or other benefits for the purpose of corruption, to exploit business opportunities, nor induce and/or allow others to do so on their behalf. The supplier is obliged to use appropriate pro- cedures to prevent and combat corruption in all its forms.

  • Gifts, acts of entertainment and hospitality

    The supplier undertakes to refrain from making gifts and/or any form of entertainment offered to a Company employee, customers and/or public officials in general in order to induce them to make a certain business decision, or even to influence them. Gifts and acts of entertainment and hospitality to the above-mentioned persons may only be permitted if the occasion and amount are appropriate, i.e. if they are an expression of accepted business practice and are of modest value.

  • Conflict of interest

    The supplier undertakes to report any relevant conflict of interest, actual or potential, in the performance of its ac- tivities. The supplier shall not tolerate inappropriate bias, conflicts of interest, influence or prevarication in relation to its professional judgements and responsibilities. The supplier must therefore be free from any conflict of interest that could influence the relevant business relationship with the Company.

  • Competition, antitrust and trade

    The supplier undertakes to act in accordance with the competition, antitrust and trade regulations applicable in the country in which it operates, refraining from any practice that may result in a violation of antitrust law, abuse of a dominant position, or other anti-competitive business practices.

  • Confidentiality. Privacy

    The supplier undertakes to comply with all applicable laws on privacy and data protection, also in order to avoid any unauthorised data processing, and also undertakes to im- plement all the necessary tools and procedures to ensure the proper management of the Company’s confidential information and data, to guarantee the absence of any unauthorised access.

  • Recycling. Financing terrorism

    The supplier undertakes not to facilitate and/or favour third parties in connection with money laundering, terror- ist financing or other financial crime activities in general.

  • Sanctions and export control laws

The supplier agrees to act in compliance with all appli- cable export control laws and regulations and those prohibiting or restricting trade relations with sanctioned countries, entities or persons.

8 Cybersecurity

The supplier shall implement and adopt internally all the nec- essary measures for the protection of the computer security of the network and systems used in the context of its operations, also undertaking to identify the technical and organisational measures relating to risk management, as well as the pre- vention and/or minimisation of the impact of any computer incidents, also guaranteeing that its computer systems, as well as the goods and/or products supplied comply, by way of example but not limited to, the principles laid down in Art. 32 of Regulation (EU) 2016/679, as well as the legislation in force at the time and the best practices applicable from time to time in the field.

9 Applicable law and jurisdiction

This Supplier Code of Conduct is governed by Italian law. Any dispute concerning the interpretation, execution and validity of this Supplier Code of Conduct shall be deferred to the exclu- sive jurisdiction of the Court of Verona.

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