Corporate compliance programme

CORPORATE CODE OF ETHICS

As part of the rules of internal corporate governance, I issue the following order of the Chairman of the Board of Directors with effect from 1 April 2021, with reference to the company website and in accordance with the provisions of Act No. 418/2011 Coll., on the criminal liability of legal entities and proceedings against them, as amended, entitled

“CORPORATE CODE OF ETHICS” (the “Code”), i.e. the Code of Conduct for the employer and employees of GEMO a.s.

I. Purpose of the Code

The purpose of this order is to clearly and specifically set out the principles of fair work for all employees of our company in all job positions, with the proviso that all relevant provisions of the Labour Code, including the existing company Work Rules, must be strictly complied with, and that all principles and laws arising for both employers and employees from Act No. 418/2011 Coll., on the criminal liability of legal entities and proceedings against them, as amended, must be observed.

In practice, this means that it is unacceptable in our company to commit acts such as bribery, corruption, violation of the rules of competition, and discrimination of any kind or degree. It is required to prefer equal treatment of all employees as well as ethical and fair business practices, including environmental protection in the performance of our business activities, in particular in construction works. It is required to consistently ensure the safety and protection of employees at all workplaces, especially during construction on construction sites.

This Code is part of the so-called corporate compliance, i.e. it is part of our internal strategy and corporate culture. It is classified under the system of internal company guidelines and organisational measures, i.e. the Compliance Management System (CMS).

The purpose of the Code is primarily to prevent the occurrence of corrupt or otherwise undesirable corporate behaviour and also to reduce the risk of:

the criminal liability of the company
the imposition of sanctions by state authorities
damage to the company’s reputation
property damage and leakage of funds
the disadvantageous legal position of the company

Having a functional compliance programme in place within our company is a sign of quality and a high level of corporate culture and ethics with an emphasis on compliance.

II. Main principles of our business which must be adhered to without reservation

All company employees and/or workers working for our company under employment contracts, employment agreements or work performance agreements are required to respect the following guiding or fundamental principles of our business:

Strictly comply with all statutory regulations governing the performance of work, i.e., in particular, the Labour Code, the Civil Code, the Commercial Code, the Criminal Code, and the corporate Work Rules, as amended, as well as any other related regulations, including Act No. 418/2011 Coll., as amended.

Each of our activities must have a high standard of legality, morality and ethics.

We are obliged to duly and clearly reply to written questions of any third parties affected by our operations.

In the course of our operations, there is no place for negligence, malice, malpractice or any crime or offence.

In our company, we do not tolerate any discrimination, unfair treatment or harassment in the workplace.

All employees are obliged to observe the major principles, not only in relation to one another, but also outside our company in the performance of their work duties. Employees should show respect and dignity and appreciate the work done by their colleagues.

III. Obligations of the employer

In order to fulfil the major principles, the employer undertakes to:

Provide the employees with a healthy and safe working environment.

Provide the employees with any necessary legal support and assistance, including regular medical examinations.

Provide all employees with equal treatment and equal opportunities regardless of race, gender, nationality, colour or religion. We do not and will not use any forced labour or child labour at our workplaces.

Pay a monthly salary to all employees on time for duly performed work and provide any not only “statutory” but also necessary trainings and seminars, and thus enable the employees to continuously and constantly increase their qualifications and skills.

Support the activities of the employee council or unions if these are established.

In order for our employees to be able to work properly, the employer undertakes to provide them with appropriate tools and protective clothing, as well as any other necessary aids, including corporate vehicles and mobile phones, according to the job classification in the corporate structure.

Each employee is obliged (without any further sanctions) to report to the employer (verbally in a protocol and/or in writing) any act of another employee which violates this Code or other corporate rules, as well as any actions that might constitute any crime.

The misclassification of employees as independent contractors is prohibited. For that purpose, the internal company Order No. 01/2012 was issued and remains in force.

IV. Obligations of each employee

The obligations of the employee are set out in detail in the corporate Work Rules, as well as in the Labour Code, as amended, as of the date of effectiveness of this order. Beyond the obligations set out therein and for the purpose of this Code, all employees are also required to:

Perform their tasks properly, to the best of their knowledge and conscience, and in a timely manner.

Respect their superiors and colleagues and work honestly and conscientiously.

With due care and diligence, properly and adequately use the work tools, aids and equipment (clothing), including motor vehicles, entrusted to them. Observe the statutory road traffic laws during their official or business trips.

Prevent occupational injuries, act prudently on construction sites and use the required protective equipment.

Act politely and professionally in relation to our business partners, whether from the public sector or from the business sector, and to other subcontractors, and respect not only all the legal principles of this Code but also the principles of ethics and morality. This obligation pertains to all our employees in all stages of our operations, i.e. in public or private procurement as well as subsequently in the implementation of works or construction and with respect to all activities performed during the warranty period.

Without undue delay, notify the employer of any activities which might be contrary to the labour or criminal laws. Such a notification shall be given to the employer in writing to the attention of Mgr. Iveta Koutná, to the address of the registered office, i.e. Dlouhá 22, 779 00 Olomouc, and/or electronically to gemo@gemo.cz or to koutna@gemo.cz or by phone at 585 202 002, and subsequently filed to Mgr. Koutná on the 3rd floor of the registered office of the company, to the Legal Department also at the company’s registered office, 2nd floor, door No. 195, or directly to the competent criminal justice authorities.

Annex 1 to this order is Act No. 418/2011 Coll., as amended, i.e. in the current version as of the date of this order. The Code and the Annex can be found on our internal corporate website fileserver: V/Vývěska/Příkazy. Each employee is obliged to familiarise himself/herself with the Act. Subsequent random checks will be carried out by the company directors of each department.

Employees are required to familiarise themselves with the basics of corporate criminal liability and contact the corporate Legal Department for clarification in the case of any confusion.

In the event any employee fails to comply with this Code in the performance of his/her work and tasks for our Company and violates the Code in any way, such a violation (even if it is an isolated violation) will be considered by the employer as a particularly serious breach of the work discipline with all the consequences set out in Act No. 262/2006 Coll., the Labour Code, as amended.

This order (Corporate Code of Ethics) is valid and effective in its entirety, including Annex 1, as of 1 April 2021, also for our subsidiary GEMO SLOVENSKO spol. s r.o. and all other related and affiliated companies of the GEMO Group.

This order No. 07/2021 repeals in its entirety the previous order No. 03/2011 concerning this issue.

The directors of the individual sections and divisions are obliged to demonstrably familiarise all their subordinates with this document and its annex.

In Olomouc, on 22 March 2021

On behalf of GEMO a.s.

Ing. Jaromír Uhýrek

Chairman of the Board of Directors