CODE OF ETHICAL CONDUCT

The objective of this protocol is to establish in our organization a methodology to comply with the code of ethics and social responsibilities of GRUPO MARTINEZ BIERZO, as well as of our collaborators, with the objective that they behave in an ethical and integrated manner, and with an adequate respect for human rights with a dignified, safe, sustainable and respectful treatment.

In addition, it establishes the channel to be followed by the organization when a breach of the code of ethics is detected and it is necessary to report the irregularity while guaranteeing confidentiality.

The ethical requirements include the following aspects:

TRANSPARENCY & ETHICS

• Legality and Business Ethics

Both our organization and the collaborating entities will carry out their business and professional activities in accordance with legislation in force wherever they operate, avoiding any conduct that, even without violating the law, may damage the reputation and produce adverse consequences for the company or its environment. When the collaborating entity is faced with conflicting demands, it shall seek alternatives that allow it to respect internationally recognized human rights.

Likewise, they will not practice or tolerate any form of corruption, extortion or embezzlement. The collaborating entities will not offer or accept bribes or other illegal incentives, nor shall they offer directly or indirectly and shall comply with the provisions of the “Anti-Corruption Policy”.

GRUPO MARTINEZ BIERZO nor to any of its staff, shall accept payments in cash or in kind to illicitly obtain or maintain business or other advantages.

• Fair Competition

Both our organization and collaborating entities will conduct their companies in a manner consistent with fair competition and in accordance with applicable law. They are expected not to engage in actions that compromise or jeopardize legality and fundamental ethical principles.

• Privacy & Intellectual Property

Both our organization and the collaborating entities will protect and only make appropriate use of confidential information, not using or sharing the information they have received as confidential during their business relationship and will make sure to protect everyone’s, as well as the intellectual property rights in force.

HUMAN RIGHTS

• Eradication of child labour

We do not tolerate child labor in our supply chain. Our partners are expected to support the eradication of child labor by not hiring minors to perform work.

• Diversity

Equal treatment of all staff members will be a basic principle of the corporate policy of the collaborating entities. The typical discriminatory treatment takes into account, consciously or unconsciously, irrelevant characteristics of the person, such as race, nationality, sex, age, physical attributes, social origin, disability, trade union membership, religious orientation, marital status, pregnancy, sexual orientation, gender identity, gender expression or any other illegitimate criteria according to current legislation.

GRUPO MARTINEZ BIERZO shall require its partners to provide an inclusive and supportive work environment, and to exercise diversity both with its workers and its decisions when selecting subcontracted companies.

• Dignified treatment

Both our organization and the partners will provide their staff with a work environment free of violence and inhuman treatment, without any kind of sexual harassment, sexual abuse, physical punishment or torture, physical or psychological coercion or verbal abuse, or threat of such treatment as reflected in the document “Code of good practices for the prevention of sexual harassment, harassment based on sex and harassment in the workplace of Grupo Martínez Bierzo”.

• Working conditions

Both our organization and our partners will comply with the laws and regulations regarding wages and working hours, respecting all workers’ rights (minimum wage, overtime pay, rest periods and vacation periods, etc.). Eliminating any form of forced labour, providing a decent standard of living to all members of its workforce.

Both our organization and our partners will guarantee that salaries and other benefits are settled in a timely manner in accordance with the applicable legislation and, in particular, that payments are made in the most convenient way for the workers.

Our organization and also our partners are expected to offer their employees sufficient training and promotion opportunities, based on the principle of Merit and Ability with the general requirement to select employees based on their academic or professional merits, as well as their competencies.

• Freedom of association

Both our organization and our partners shall be committed to establishing an open and constructive dialogue with staff members and workers’ representatives. In accordance with local legislation, partners shall respect the rights of their employees and employees to associate freely, to join trade unions, seek representation, be members of works councils and participate in collective bargaining. Partners shall not disfavor anyone to act as workers’ representatives.

OCCUPATIONAL HEALTH AND SAFETY

• Working conditions

Both our organization and our partners will offer their workers a safe and healthy workplace, complying with the applicable legislation and regulations, and making available to them minimum means, such as access to drinking water, sanitary facilities and lighting, and sufficient and adequate ventilation as reflected in the documentation of our External Prevention Service (EPS).

It is not allowed to work under the influence of alcohol or drugs. We have an “Action Protocol for the Prevention of Drug Dependencies and Addictions”. Such problems not only have an impact on the health and well-being of workers, but can also cause serious accidents at work. Problems related to alcohol and drug use are considered as health problems and should therefore be treated without discrimination like any other occupational health problem and fall within the scope of health services (public or private).
In the case of medications that may affect the safety of your work, consult with the medical services.

• Preventive measures

Both our organization and our partners will carry out all appropriate controls, follow all occupational safety and preventive maintenance procedures, and adopt the necessary preventive measures and means to mitigate risks to health and safety in the workplace, as well as to respond to emergency situations.

• Training & Competency

Both our organization and our partners must provide training to the members of their staff according to our annual training plan approved by Management, so that they are aware of the risk prevention measures associated with the workplace and activities to be carried out to ensure that they carry them out in order to be adequately protected and are able to ensure their safety and that of others who may be affected by the accident. the development of the work activity.

SUSTAINABILITY & ENVIRONMENT

GRUPO MARTINEZ BIERZO will identify and manage substances and other materials that represent a hazard when released into the environment, in order to ensure their handling, transfer, storage, recycling or reuse and disposal in safe conditions and in compliance with applicable regulations.

All waste, wastewater, or emissions that have the potential to adversely affect the environment must be appropriately managed, controlled, and treated.

We have a consumption control of our significant aspects (fuel, water, electricity, etc.) as well as a protocol of “good environmental practices” applied to office and production.

GRUPO MARTINEZ BIERZO establishes an internal channel for the communication of possible regulatory infractions, infringement of internal and/or ethical policies and establishes a whistleblower protection regime, in compliance with Law 2/2023, of February 20, 2023, regulating the protection of people who report regulatory and anti-corruption infractions.

This channel, therefore, is a mechanism that allows company employees, and other interested parties, to report any type of illegal conduct or conduct contrary to our values and ethical principles, without fear of reprisals, strengthening the culture of information, the integrity infrastructures of organizations and the promotion of the information or communication culture as a mechanism to prevent and detect threats to the public interest. In this way, we seek to promote a culture of transparency, integrity and responsibility in our organization, while protecting those employees who decide to make a communication in good faith.

HOW TO REPORT

Whistleblowers within the scope of law enforcement may make their communications through the following means:

• Link to the whistleblower’s channel:

https://compliance.legalsending.com/canal/?C=48604329019039312

• QR code:

• Send an e-mail to the following address:

info@martinezbierzo.com

• Postal mail addressed to PI CAMPONARAYA S2 P26, 24410, CAMPONARAYA (León) FAO RSII: MANUEL MARTÍNEZ PINTOR.

• In person, at the request of the reporting person, by means of a request addressed to the RSII.

REPORTING SUBJECTS

Those persons who have an employment or professional relationship with the AEPD may make use of the internal information channel and benefit from the protection granted by Law 2/2023 as whistleblowers, to report information on the actions or omissions described in article 2 of Law 2/2023. This employment or professional relationship, which entails dependence on the AEPD, is what makes special protection against possible retaliation necessary and adequate.
In any case, the following are considered informants, for the purposes of this AEPD, for the purposes of Law 2/2023:

• Persons having the status of employees or workers employed by others.
• Freelance workers.
• Shareholders, unitholders and persons belonging to the administrative, management or supervisory core of the company, including non-executive members.
• Any person working for or under the supervision and direction of contractors, subcontractors, and suppliers.
• Whistleblowers who communicate or publicly disclose information on infringements obtained in the context of an employment or statutory relationship that has already ended, volunteers, trainees, trainees regardless of whether or not they receive remuneration, as well as those whose employment relationship has not yet begun, in cases where the information on infringements has been obtained during the selection process or pre-contractual negotiation.

It is important to note that communications made through the whistleblower’s channel must be in good faith, i.e., they must be supported by concrete evidence and facts.

FACTS THAT ARE THE SUBJECT OF COMMUNICATION

With regard to the purpose of the information, it follows from Law 2/2023 that the internal information channel may be used to report serious misconduct or alleged corruption, which may constitute serious or very serious criminal or administrative offenses related to the activities of the entity, which the reporting person has observed or about which he or she has received information in the course of his or her work or professional relationship.

Law 2/2023 and Directive (EU) 2019/1937 list as such, the information that refers to:

1. Offences falling within the scope of the acts of the European Union listed in the Annex to that Directive relating to the following areas:
   a) public procurement,
   b) financial services, products and markets, and prevention of money laundering and terrorist financing;
   c) product safety and compliance,
   d) transport safety,
   e) environmental protection,
   f) radiation protection and nuclear safety,
   g) food and feed safety, animal health and animal welfare,
   h) public health
   i) consumer protection,
   j) protection of privacy and personal data, and security of networks and information systems
2. Affecting the financial interests of the European Union as referred to in Article 325 of the Treaty on the Functioning of the European Union (TFEU).
3. Which have an impact on the internal market, as referred to in Article 26(2) TFEU, including infringements of the European Union rules on competition and aid granted by States, as well as infringements relating to the internal market in relation to acts infringing the corporate tax rules or to practices intended to obtain a tax advantage which distorts the object or the purpose of the legislation applicable to corporate income tax.
4. Actions or omissions that may constitute a serious or very serious criminal or administrative offence. In any case, it will be understood to include all serious or very serious criminal or administrative offences that involve economic loss for the Public Treasury and Social Security.
5. Infringements of labour law on occupational health and safety reported by workers, without prejudice to the provisions of their specific regulations.

The informant must provide, at a minimum, a reference to the subjective scope of the infringement (subject matter or regulation infringed: European Union law; criminal offence; or administrative offence); and a description of the facts that are the subject of the communication (relevant information about what happened), as detailed as possible, attaching any documentation that may be available, if applicable.

The can also provide their name and surname, and a contact telephone number, if they do not choose to make this communication anonymously.

If the identity of the person responsible for the reported irregularity was known, or if they have brought these facts to the attention of another body or entity through an external channel, they may also provide this information.

COMMUNICATION PROCEDURE

The information may be communicated to the entity anonymously. Otherwise, the identity of the informant will be kept confidential and will be limited to the knowledge of the RSII, delegated administrators or appointed managers. These members shall carry out their functions independently and autonomously with respect to the rest of the bodies of the entity or body and may not receive instructions of any kind in their exercise, having all the personal and material resources necessary to carry them out.

The Company undertakes to investigate all communications made about potential breaches or breaches received through the whistleblower channel. All communications will be investigated in an impartial and confidential manner and appropriate action will be taken based on the results of the investigation aimed at the protection of the whistleblower.

The communication shall be carried out through the internal information channel through the specific electronic application for this purpose, identified and accessible from the website: https://martinezbierzo.com.

At the request of the reporting person, the communication may also be submitted through a face-to-face meeting that will take place within a maximum period of seven days. Where appropriate, the informant will be warned that the communication will be recorded and will be informed of the processing of their data in accordance with the provisions of the GDPR and the LOPDPGDD. When submitting the information, the informant must indicate an address, e-mail address, or safe place for the purpose of receiving notifications, unless he/she expressly waives the receipt of any communication of actions carried out by the RSII as a result of the information.

Once the information has been submitted, it will be registered in the information management system, through the assignment of an identification code, which will be contained in a secure database with restricted access exclusively to IHR staff, suitably authorized, in which all communications received will be recorded with the following data:

a) Reception date.
b) Identification code.
c) Actions carried out.
d) Measures taken.
e) Closing date.

Once the information has been received, within a period of no more than 7 calendar days from such receipt, the informant will be acknowledged, unless he or she has expressly waived receiving communications related to the investigation. These communications will be managed for a maximum period of 3 months, except in cases of particular complexity that require an extension of the period, in which case, it may be extended up to a maximum of another 3 additional months.

Once the information has been registered, the RSII and its team will proceed to analyse the admissibility in accordance with the material and personal scope provided for in articles 2 and 3 of Law 2/2023.

The company undertakes to notify the whistleblower of the status of the investigation and the measures taken, whenever possible and without compromising the confidentiality and protection of the whistleblower. In addition, additional information may be requested to the facts communicated through the channel.

In addition, the company undertakes to follow up on all communications received and measures taken to ensure the effectiveness of this policy and to continuously improve the process.

Any information shall be forwarded immediately to the Public Prosecutor’s Office when the facts may constitute an offence. In the event that the facts affect the financial interests of the European Union, it will be referred to the European Public Prosecutor’s Office.

PROTECTION OF WHISTLEBLOWERS

The company is committed to protecting individuals who report breaches or non-compliance acts, in accordance with Law 2/2023.

A) Acts constituting reprisals

Acts constituting retaliation, including threats of retaliation and attempts at retaliation against persons who submit a communication in accordance with the law, are expressly prohibited.

Retaliation is understood as any act or omission that is prohibited by law, or that, directly or indirectly, results in unfavourable treatment that places the person who suffers it at a particular disadvantage compared to another person in the work or professional context, solely because of their status as informants, or because they have made a public disclosure.

For the purposes of the provisions of Law 2/2023, and by way of example, retaliation is considered to be those that are adopted in the form of:

a) Suspension of the employment contract, dismissal or termination of the employment or statutory relationship, including the non-renewal or early termination of a temporary employment contract after the probationary period has passed, or early termination or annulment of contracts for goods or services, imposition of any disciplinary measure, demotion or denial of promotions and any other substantial modification of working conditions and non-conversion of an employment contract temporary in an indefinite one, in case the worker had legitimate expectations that he or she would be offered an indefinite job; unless these measures are carried out within the regular exercise of the power of management under the protection of the labor legislation or regulation of the corresponding statute of the public employee, due to proven circumstances, facts or infractions, and unrelated to the presentation of the communication.
b) Damages, including reputational damages, financial loss, coercion, intimidation, harassment or ostracism.
c) Negative evaluation or references regarding work or professional performance.
d) Blacklisting or dissemination of information in a certain sectoral area, which hinders or prevents access to employment or the contracting of works or services.
e) Denial or revocation of a license or permit.
f) Denial of training.
g) Discrimination, or unfavorable or unfair treatment.

A person whose rights have been infringed by reason of their communication or disclosure after the expiry of the two-year period may request the protection of the competent authority, which, exceptionally and justifiably, may extend the period of protection, after hearing the persons or bodies that may be affected. The refusal to extend the period of protection must be justified.

Administrative acts that aim to prevent or hinder the submission of communications and disclosures, as well as those that constitute retaliation or cause discrimination after the submission of such communications and disclosures under this law, shall be null and void and shall give rise, where appropriate, to disciplinary or liability corrective measures, which may include the corresponding compensation for damages to the injured party.

B) Measures to protect the whistleblower from retaliation

Persons who communicate information about the actions or omissions set out in section FOUR, or who make a public disclosure in accordance with Law 2/2023, shall not be deemed to have breached any disclosure restriction and shall not incur liability of any kind in relation to such communication or public disclosure, provided that they had reasonable grounds to believe that the public disclosure or disclosure of such information was necessary for the purpose of the disclosure of such information. disclosing an act or omission under that law, all without prejudice to the provisions of the specific protection rules applicable in the workplace. This measure will not affect criminal liability.

The provisions of the preceding paragraph extend to the communication of information provided by workers’ representatives, even if they are subject to legal obligations of secrecy or not to reveal confidential information. All of this is without prejudice, however, to the specific protection rules applicable in the workplace.

Whistleblower protection measures shall also apply, where appropriate, to:

a) individuals who assist the informant in the process;
b) individuals who are related to the reporting person and who may suffer retaliation, such as co-workers or family members of the reporting person;
c) legal entities, for which you work or with which you have any other type of relationship in an employment context or in which you hold a significant stake.

For these purposes, it is understood that the participation in the capital or voting rights corresponding to shares or participations is significant when, due to its proportion, it allows the person who holds it to have the capacity to influence the investee legal person.

Whistleblowers shall not be liable for the acquisition of or access to information that is publicly communicated or disclosed, provided that such acquisition or access does not constitute a criminal offence.

Any other possible liability of whistleblowers arising from acts or omissions that are not related to public communication or disclosure, or that are not necessary to disclose a breach under Law 2/2023 will be enforceable under the applicable regulations.

In proceedings before a court or other authority, concerning the harm suffered by whistleblowers, once the reporting person has reasonably demonstrated that he or she has communicated or made a public disclosure in accordance with Law 2/2023 and that he or she has suffered harm, it shall be presumed that the harm occurred in retaliation for reporting or for making a public disclosure. In such cases, it shall be up to the person who took the prejudicial measure to prove that the action was based on duly justified grounds unrelated to the public communication or disclosure.

In legal proceedings, including those relating to defamation, copyright infringement, breach of secrecy, infringement of data protection rules, disclosure of trade secrets, or claims for compensation based on labour or statutory law, whistleblowers shall not incur liability of any kind as a result of communications or public disclosures protected by Law 2/2023. Such persons shall have the right to allege in their defence and within the framework of the aforementioned legal proceedings, that they have communicated or made a public disclosure, provided that they had reasonable grounds to believe that the communication or public disclosure was necessary to reveal an infringement under Law 2/2023.

Those individuals who communicate or disclose the information are expressly excluded from the protection provided by law:

1. Information contained in communications that have been inadmissible through any internal information channel or for any of the reasons provided for by law.
2. Information related to complaints about interpersonal conflicts or that affects only the informant and the persons to whom the communication or disclosure refers.
3. Information that is already fully available to the public or that is mere rumors.
4. Information that refers to actions or omissions not included in the scope of the law.

C) Measures for the protection of affected persons

During the processing of the file, the persons affected by the communication will have the right to the presumption of innocence, the right of defence and the right of access to the file in the terms provided for in Law 2/2023, as well as the same protection established for informants, preserving their identity and guaranteeing the confidentiality of the facts and data of the procedure.

The Independent Authority for the Protection of Whistleblowers, A.A.I. may, within the framework of the sanctioning procedures it instructs, adopt provisional measures under the terms established in article 56 of Law 39/2015, of 1 October, on the Common Administrative Procedure of Public Administrations.

D) Cases of exemption and mitigation of the penalty

Where a person who has participated in the commission of the administrative offence that is the subject of the information is the one who informs of its existence by submitting the information and provided that the information was submitted before the initiation of the investigation or sanctioning procedure was notified, the body competent to decide on the procedure, By means of a reasoned decision, it may exempt you from complying with the administrative sanction to which you are entitled, provided that the following points are proven in the file:

a) Have ceased to commit the offence at the time of submission of the communication or disclosure and identified, where appropriate, the rest of the persons who have participated in or favoured it.
b) Have cooperated fully, continuously and diligently throughout the entire investigation procedure.
c) To have provided truthful and relevant information, means of proof or significant data for the accreditation of the facts investigated, without having proceeded to destroy them or conceal them, or to have revealed to third parties, directly or indirectly, their content.
d) Have proceeded to repair the damage caused that is attributable to them.

When these requirements are not fully complied with, including partial reparation of the damage, it will be at the discretion of the competent authority, after assessing the degree of contribution to the resolution of the case, to mitigate the penalty that would have corresponded to the infringement committed, provided that the informant or author of the disclosure has not previously been sanctioned for acts of the same nature that gave rise to the initiation of the procedure.

The mitigation of the sanction may be extended to the rest of the participants in the commission of the offence, depending on the degree of active collaboration in the clarification of the facts, identification of other participants and reparation or reduction of the damage caused, assessed by the body in charge of the resolution.

Law 2/2023 excludes from the provisions of this section the infringements established in Law 15/2007, of 3 July, on the Defence of Competition.

CONFIDENTIALITY AND DATA PROTECTION

The processing of personal data will be carried out in compliance with Law 2/2023, of 20 February, regulating the protection of persons who report regulatory infringements and the fight against corruption, Regulation (EU) 2016/679 of the European Parliament and of the Council, of 27 April 2016, Organic Law 3/2018, of 5 December, on the Protection of Personal Data and Guarantee of Digital Rights and Organic Law 7/2021, of 26 May, on the protection of personal data processed for the purposes of prevention, detection, investigation and prosecution of criminal offences and the execution of criminal sanctions.

The personal data subject to processing, the documents provided and any other information provided in the communication that contains personal information, will be treated confidentially by those responsible for the channel, as well as by the administrators and possible managers, in order to comply with the obligation to investigate and manage the communication presented as well as to comply with the legal obligations established in Law 2/2023, of 20 February, regulating the protection of persons who report regulatory breaches and the fight against corruption.

The Internal Information System must prevent unauthorised access and preserve the identity and ensure the confidentiality of the data pertaining to the persons concerned and to any third party mentioned in the information provided, in particular the identity of the reporting person if identified. The identity of the informant may only be communicated to the judicial authority, the Public Prosecutor’s Office or the competent administrative authority in the context of a criminal, disciplinary or punitive investigation, and these cases will be subject to safeguards established in the applicable regulations.

If the information received contains special categories of personal data, subject to special protection, it will be immediately deleted, unless the processing is necessary for reasons of an essential public interest in accordance with the provisions of article 9.2.g) of the GDPR, as provided for in article 30.5 of Law 2/2023.

In any case, personal data that is not manifestly relevant to the processing of specific information will not be collected or, if collected by accident, will be deleted without undue delay.

Communications that have not been processed may only be recorded in anonymised form, without the blocking obligation provided for in article 32 of the LOPDPGDD being applicable.

Access to the personal data contained in the internal information system shall be limited to:

a) The person in charge of the Internal System of the Canal.
b) To the administrator(s) delegated by the person in charge of the system.
c) To the managers appointed for the processing of certain communications according to the area to which they correspond.
d) The data may be brought to the attention of the Legal Department, Lawyers, Judicial Bodies and State Security Forces and Corps in the event that any of the information received is likely to be considered a crime or legal infraction of any kind.

Legal basis for processing: The processing of personal data, in cases of internal communication, will be understood to be lawful by virtue of the provisions of articles 6.1.c) of Regulation (EU) 2016/679 of the European Parliament and of the Council, of 27 April 2016, 8 of Organic Law 3/2018, of 5 December, and 11 of Organic Law 7/2021, of 26 May, when, in accordance with the provisions of articles 10 and 13 of the Law, it is mandatory to have an internal information system. If it is not mandatory, the processing will be presumed to be covered by article 6.1.e) of the aforementioned regulation. The processing of personal data in the case of external communication channels will be understood to be lawful by virtue of the provisions of articles 6.1.c) of Regulation (EU) 2016/679, 8 of Organic Law 3/2018, of 5 December, and 11 of Organic Law 7/2021, of 26 May.

Rights of the interested party: access, rectification, deletion, limitation, portability and opposition, free of charge by e-mail to: info@martinezbierzo.comin the cases provided for by law.

Storage: The data will be kept for the legal period established for the processing of the file and for the time necessary for the exercise of legal actions or if necessary to leave evidence of the management of the channel. The interested party has the right, in turn, to file a complaint with the AEPD in www.aepd.es to request the protection of their rights.

COMMUNICATION AND REVIEW OF POLICIES AND PROCEDURES

The company will conduct regular trainings and awareness campaigns to foster a culture of integrity and transparency, and to inform employees and other stakeholders about the whistleblower channel. It will also provide information on the rights and protections offered to whistleblowers under Law 2/2023.

The company undertakes to disseminate this policy to all employees and interested parties, and will update at least every three years and, where appropriate, amend this internal channel policy, taking into account the experience gained and the recommendations of the Competent Authority.