Code of conduct

The development of our Group is based on the confidence of our customers, our partners, our employees and the public in our performance and integrity. This trust depends primarily on our actions.

The Group's principles of sustainable development and social responsibility are intrinsically linked to our business.

Our Code of Conduct is based on the 2011 OECD Guidelines for Multinational Enterprises. It applies to all our employees and subsidiaries worldwide, in the course of their professional activities, designed to avoid any situation that could jeopardize our integrity.

This code also falls within the scope of French Law No. 2016-1691 of 9 December 2016 on transparency, the fight against corruption and the modernization of economic life, known as the Sapin II Law. The principles it establishes, in accordance with French law, provide minimum rules of conduct.

Our Group does not tolerate any form of corruption, whether active or passive.

"These ethical rules complement the values to which all our employees commit professionally and which must guide the way we work, communicate and act on a daily basis: ambition, trust, talent and performance. " - Éric Duval, Founding Chairman

Principle of loyalty and respect for laws and regulations

Employees are required to comply with all laws, regulations and administrative provisions applicable in the exercise of their professional activity, as well as the directives and policies internal to the Group that are communicated to them.

In their work, employees must conduct themselves with honesty, loyalty, dignity and integrity towards other employees, the employing company and all Group companies, as well as customers and other business relationships. They must avoid any conflict between professional and private interests.

Regardless of his or her level of responsibility, an employee may only breach internal control rules for professional reasons after appropriate authorization, and solely if this is not unlawful.

Non-discrimination/Culture of learning through exchange

Any act of discrimination or harassment is prohibited, whether by the Group, one of its companies or an employee, on grounds of age, disability, ethnic origin, gender, political opinions or trade union activities, religion or sexual orientation.

The main criteria for career advancement are the performance and potential of each employee, both in terms of their individual skills and their ability to work within a team.

The Group promotes and encourages exchanges of experience and internal mobility.

In order to contribute to the quality of the working environment and without neglecting the needs of management, each employee strives to have an attitude of civility and friendliness towards others, promoting a professional climate that is both stimulating and respectful.

Confidentiality of information, protection of customer data, requests for information from public authorities.

The protection of the various data relating to the individual or status of customers is an important basis of Group customers’ trust. This protection is also recognized by law and regulation, the violation of which is punishable. Strict compliance is therefore a top priority for our company.

It follows that any information concerning the person and/or status (family, financial, medical, etc.) of a customer or a prospect, supplier or business partner that an employee may learn in the course of their professional activity must in principle be considered strictly confidential and may not be disclosed to any third party or colleague, save concerning the latter should he or she require it to perform his or her job.

If, however, disclosure of such information, except in the case referred to in the previous paragraph, appears useful, it may only be made after prior consultation with the Group's General Secretariat.

More generally, it is essential that each employee keep confidential with regard to third parties and colleagues who do not require access in order to carry out their professional activity any information provided as such or contained in a file relating in particular to an employee, a customer or the Group's business.

The Group's General Secretariat must be informed by any employee contacted by any unauthorized person desiring to obtain directly or indirectly confidential information concerning the Group, one or more of its companies, business activities or products.

The Group cooperates with the relevant public and supervisory authorities. Relations with such authorities may only be conducted by the relevant corporate departments.

Risks of conflicts of interest with customers and business partners

The Group places high priority on the interests of its customers. Conflicts of interest can cast doubt on the integrity and professionalism of the Group or one of its subsidiaries. Therefore, the risks of conflicts of interest must be identified as soon as possible. If they cannot be avoided, any situation involving a conflict of interest must be managed fairly.

Complaint management

The Group deals with complaints from all its customers promptly and fairly and in compliance with applicable laws and regulations.

Financial information

The Group is particularly attentive to the timely production of financial statements, reports and other financial information that are accurate, precise, fair and understandable. This obligation applies to all persons responsible for the finance, control and accounting functions of Group companies or entities.

Preventing corruption

The Group does not tolerate any form of corruption, whether active or passive.

However, there may be situations which, even if they do not constitute acts of corruption in the strict sense, may compromise the judgment of employees, customers and business partners. The rules of conduct set out in Articles 8 to 11 below are intended to avoid such situations.

Acceptance of gifts and other benefits

To a certain extent, gifts and donations from business partners may be in accordance with the current practices of the profession. However, they may give rise to a risk of conflict of interest and threaten the Group's reputation.

As a general rule, the acceptance of gifts and other benefits is prohibited if the interests of Group companies are affected or if the professional independence of employees is likely to be compromised, either in appearance or in fact.

The acceptance of gifts and other benefits is permitted within the European Union only if the estimated value of the gift does not exceed €50. In other countries, this value is adjusted to local standards. In the event of doubt, the General Secretariat of the Group should be consulted. Gifts of a value exceeding this amount that were not able to be refused must be reported to the employee’s supervisor and/or the Group's General Secretariat, which may choose, as applicable, to donate them to charitable organizations.

Invitations to business lunches or dinners may generally be accepted. For invitations to events without a professional focus, such as concerts, plays, sports events or other similar events or functions, employees must ensure that their attendance at such an event is in accordance with the practices of the profession.

This usually means that the host is present and that this participation is of an ad hoc nature. In all cases, the direct superior must be informed.

Allocation of gifts and other benefits

The granting of gifts, other benefits or invitations to events without a professional focus may to some extent be in accordance with the practices of the profession and constitute a legitimate means of establishing and maintaining a commercial relationship. However, these activities can generate latent conflicts of interest and threaten the independence of our trading partners. Particular care must therefore be taken to avoid even the appearance of a conflict of interest or the possibility of damage to the Group's reputation.

Therefore, the following rules must be respected:

No benefit or invitation to entertainment shall be issued with the intention of obtaining unjustified commercial advantages or suggesting such an intention or conflict of interest.

No benefit or invitation shall be issued that violates the rules and ethical standards of the beneficiary or guest or local professional practices. Before making a gift or invitation, employees must be made aware of all the present rules and practices.

Any granting of benefits must be fully transparent. This means that:

Invitations and gifts are addressed only to the beneficiary's business address;

The employee’s supervisor must be informed of any invitation to entertainment other than a regular business lunch, and of any grant of a gift exceeding an estimated value of 50 euros;

Gifts to representatives of public institutions

Charged with working in the public interest, persons holding a position as a public authority, entrusted with a public service assignment or vested with a public elected office may not receive any gift, invitation or other offering likely to jeopardize their independence.

This prohibition does not apply to gifts or entertainment that reflect the company's normal relationship with public authorities. Gifts or invitations of this type may only be offered by or on behalf of the Chairman or executive management.

Should a doubt arise, the prior consent of the Group's General Secretariat is required.

Public donations

Patronage and donations to charitable or political organizations shall be made in accordance with the Duval Group policy and may only be made within the strict limits of the applicable law and regulations. In addition, any contribution paid on behalf of one of the Group's companies to a political institution must be approved by executive management.

Potential conflicts between the private interests of employees and the interests of the company

Other professional or advisory activities of employees must not interfere with the Group's interests.

Exercising functions and holding office in companies outside and competing with the companies of the Duval Group (e.g. director, manager, supervisory board, advisory capacity) is subject to the Group's prior authorization. More generally, the acceptance of a corporate office in any company outside the Group must be disclosed to the Group's General Secretariat and the Group reserves the right to request the employee resign from said position or office, in the event that a conflict of interest arises.

If an employee intends to take or has taken a financial stake in or significant economic benefit from a company that may give rise to a conflict of interest, he must inform the Group's General Secretariat. A conflict of interest within the meaning of this paragraph exists in particular if said financial stake relates to the employee's professional field. If an employee knows that a member of their immediate family (spouse, partner, dependent children and other relatives living in the same household) is accepting or has accepted such a financial contribution, he or she may choose to so inform the General Secretariat.

When an employee receives money or other benefits for public appearances, conferences or publications in the course of his or her professional activity, he or she must inform his or her supervisor.

In the event of a risk of damage to the Group's reputation or a conflict of interest, the employee and/or his or her supervisor must inform the Group's General Secretariat so that it can act accordingly.

Protection of Group assets and natural resources

The premises and equipment, professional documents, work tools, other valuable materials and intellectual property of Groupe Duval may not be diverted for personal use or made available to third parties.

In all its activities, the Group must strive to preserve natural resources and ensure that all negative environmental impacts resulting from internal operations are minimized by adhering to the following principles: resource conservation, energy-efficient design, construction and operation of premises, waste prevention, reduction and recycling. Each Group company must take into account economic, ecological and social criteria when purchasing supplies, advertising materials and external services.

Employees committed to protecting the company's assets and natural resources.

Preventing money laundering - Prohibition of illegal activities

The Group refuses any connection to illegal activities, whether through customers, third parties, commercial agents, external service providers or its own employees. It shall take all necessary measures to protect itself against this type of activity.

Group companies and their employees are fully committed to the international fight against money laundering and terrorist financing and apply a risk-based customer knowledge policy in accordance with applicable laws and regulations.

Employees must not engage in or allow any illegal activity in the course of their work within the Duval Group. This applies in particular to any violation of antitrust regulations and any type of involvement in tax fraud, whether in the country of the employee's operational entity or in other countries where the Duval Group is active.

Professional ethics is an individual challenge and the result of collective efforts

The objectives of this Code can only be achieved with the active participation of all. All employees of Groupe Duval are required to adhere to this Code of Ethics/Good Conduct. It is the responsibility of each manager to systematically ensure that all employees do so.

Employees who note, in the course of their work, serious breaches or acts contrary to this Code of Ethics/Good Conduct may contact the Group's General Secretariat at the following e-mail address: info@transparenceduval.com for the following areas:

Financial, accounting, banking;

Anti-corruption;

Anti-competitive practices;

Combating discrimination and harassment at work;

Occupational health, hygiene and safety;

Environmental protection.

Employees can also refer to their supervisors.

An alert procedure indicates the procedure to follow in the event of detection of a breach committed by a Duval Group employee.

Duties and consequences

Failure to comply with the aforementioned rules may expose the employee, their colleagues and the Duval Group to legal, administrative and reputational sanctions. Disciplinary proceedings initiated by an administrative authority or by a regulatory body for serious breaches of ethics may result in a reprimand, fine or withdrawal or suspension of the right to conduct business.

In addition, failure to comply with the present Code of Ethics may, depending on the nature of the provision in question and the circumstances of the case, result in Groupe Duval taking disciplinary action.