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Code of conduct

Preamble

All employees of the B&A Deutschland GmbH (B&A) are bound to the regulations of the code of conduct. It describes the values, principles and procedures that define the corporate activities. The primary aim of management is to observe ethical standards and create a working environment which values integrity, respect and fair play. A corporate policy which respects the law and conventions in all respects serves the long-term interests of the company.

This code of conduct is approved by the board of management of the B&A.

Compliance with laws and other provisions at home and abroad

In all its business decisions and actions, B&A is striving to respect all current laws and relevant regulations at home and abroad. Integrity and honesty encourage a fair competition also with regard to our customers and our suppliers.

Commitment of the management

B&A considers it as their duty to act economically, socially and environmentally conscious. The company is determined to manage its business activities competently and ethically responsible and to ensure fair competition in all markets it is operating in by complying with applicable laws on prohibitions of cartels, competition, and restrictions of competition.

Unfair advantage over customers, suppliers, or competitors must be avoided.

Conflicts of interest

B&A expects loyalty from its employees to the company.

All employees must avoid situations where their personnel or financial interests come into conflict with the ones of the company. Thus, it is prohibited to take part of competitors, suppliers, or customers or to enter into private business relations with them as far as it may lead to a conflict of interest.

In conflict situations, the interests of B&A must not be affected.

Such conflicts of interest can result in many situations: no employee must accept advantages - in whatever form—that would reasonably be considered expected to influence business decisions or transactions of B&A. Invitations must be within the bounds of customary business hospitality. Employees must not gain direct or indirect advantage by providing access to confidential information due to their position in the company. All employees have the duty to support the legitimate interests of B&A as far as possible. Any competitive situation is to be avoided.

Any possible or actual conflict of interest must be reported and must be reviewed with the relevant supervisor.

 

Prohibition of Corruption

B&A is against corruption and bribery. The company does not tolerate procedures in which business is done by illegitimate means. Employees of B&A are not allowed to offer to or accept benefits from business partners which could impair an objective and fair business decision or could arouse such an appearance.

 

Inside Rules

All employees of B&A are bound to observe the inside rules of the Securities Trading Act; particularly the inside trading ban. This especially includes employees who have access to non-public information regarding B&A and/or associated companies or regarding a company by which B&A transacts business.

Such information include for example management board schemes, introducing new products or production methods, corporate transactions, revenues and profitability of the company, significant contracts or business relations, financial information or significant legal disputes or similar.

If any employee of B&A gains information which a reasonable investor would consider important for an investment decision, this employee is not allowed to buy or sell shares of B&A or to inform other persons about such inside information until the information is made in public.

The use of more essential non-public information can constitute a violation of the law.

 

Fair working conditions

All employees of B&A have to take care of a safe and healthy environment. Therefore, safety regulations and practices are to be kept strict.

Being a socially responsible employer, B&A considers its employees a great value. The company demands a high degree of commitment from their employees and, in return, shares its success with them. The human resources policy of B&A contributes to offer every employee the possibility of personal and professional evolution. The exchange of views, criticism, and ideas are encouraged.

B&A condemns illegal discrimination and harassment in any form.

Dealing with internal knowledge

All employees of B&A must ensure a fast and smooth exchange of information within the company. Information is to be forwarded correctly and completely to other departments, as far as there are no priority interests, especially due to example secrecy in exceptional cases. Relevant knowledge must not be unrightfully withheld, distorted or forwarded selectively.

Dishonest reporting within the company or towards outside organizations or persons is strictly forbidden. All annual financial statements and annual reports, business papers and books of B&A need to represent business transactions and operations correctly and they also need to meet the statutory requirements as well as the accounting principles and internal accounting procedures of the company.

 

Dealing with assets

All employees of B&A are responsible for a proper and considerate handling of the company property. Each employee is also responsible for protecting the property of the company against loss, damage, misuse, theft, embezzlement or destruction. It is the responsibility of every employee to immediately report to his supervisor.

 

Confidentiality and data protection

The majority of B&A's business information is confidential or legally protected, so there is an obligation of secrecy. This does not apply if a publication of information is approved by the company or is mandatory based on laws or regulations.

The obligation on secrecy refers in particular to intellectual property. This includes trade secrets, patents, brands and copyrights, also business and marketing plans, draft versions, business papers, salary details as well as all other unpublished financial data and reports.

All personal information about employees, customers, business partners and suppliers as well as other third parties are in compliance with the privacy protection laws carefully and confidentially used in the company. The protection of such information must be fulfilled with the greatest care.

 

Implementation and monitoring

The rules which are contained in this code of conduct constitute the core inventory of the corporate culture of B&A. Every single employee is responsible for this.

If any employee has any concerns or complaints about the issues headed in the code of conduct or has knowledge about a potential break of the code of conduct he or she should immediately present it to his or her supervisor. This may happen anonymously or in confidential matter. If an employee is not satisfied with the clarification, the concern or complaint must not only be presented to the supervisor but also to the legal department or human resources department. B&A does not refund reprisal on the basis of complaints which are made in good faith on the course of the code of conduct.

 

Responsibility

All employees as well as the members of the management board and the supervisory board of B&A are bound by the rules of this code of conduct. Any violations of this code of conduct lead to consequences. In serious cases, this may cause the termination of employment.

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