ethical code

The Ethical Code of CAMPOS DE CÓRDOBA S.A., known commercially as BODEGAS CAMPOS, which was approved by the Company’s governing body in October 2017, reflects the Company’s core values ​​and contains the general principles that should govern the conduct of all its professionals.

Consequently, the Company’s Code of Ethics is a key element in the integrity of our business and represents who we are and how we act as a company, both internally, with regard to the Company and all its employees, managers, and governing body, and externally, in the marketplace and with other competitors. All Company professionals, regardless of their position in the organization and where they work, must be aware of the mission and values ​​set forth in the Code of Ethics, embrace them, and use them as guidelines and codes of conduct in the performance of their daily activities.

The document is reviewed periodically to incorporate the necessary changes to respond to new internal and external requirements and to ensure its continuous improvement.

The Company has also established a communication and reporting channel, consisting of the email address canaldedenuncias@bodegascampos.com, for use by employees and other stakeholders. This channel aims to fulfill the objectives set forth in its Code of Ethics.

This document constitutes the Code of Ethics (hereinafter, the “Code”) of CAMPOS DE CÓRDOBA S.A., commercially known as Bodegas Campos (hereinafter, the “Company”), and is intended to establish an express declaration of the values, principles, and standards of conduct that comprise its corporate culture.

In this regard, within the scope of the Company’s activities, all its members assume a firm commitment to comply with current legislation, while also respecting good practices and customs.

This Code therefore aims to become the channel for the development of the Company’s corporate values ​​and to guide the behavior of all individuals involved in the performance of their professional activities, regardless of their position and function, preventing the commission of criminal behavior by them.

The scope of this Code covers both the Company and its members, that is, the members of the board of directors, the management staff, and, in general, all its employees, regardless of their position and function.

Similarly, when establishing business relationships with other companies or professionals, their adherence to principles of behavior and management similar to those set forth in this Code will be taken into account as one of the selection criteria.

Likewise, in those entities that, where applicable, may be owned by the Company or in which the Company has appointed a member of its governing body, said members will propose the adoption of values ​​similar to those expressed in this Code.

Integrity and ethics, both personal and professional, are fundamental and essential principles for the Company. Therefore, all members of the Company must carry out their activities with objectivity, professionalism, and honesty, and are committed to performing their work under optimal conditions.

All actions of the Company and its members will scrupulously respect the Human Rights and Civil Liberties included in the United Nations Universal Declaration of Human Rights.

All employees of the Company shall, in the performance of their professional activities, strictly adhere to the legal regulations in force in the territory to which they are subject.

The actions of a manager that are contrary to the law, or the instructions or orders that they may give in this regard, do not exempt employees who act in accordance with such instructions or orders from liability.

No order that contravenes the provisions of a legal regulation must be obeyed. Employees must confidentially report any such orders to the Compliance Committee immediately through the channels established for this purpose.

The Company has a solid reputation thanks to its extensive experience and a reliable, loyal management team committed to the values ​​that shape the Company’s corporate culture.

Consequently, each and every member of the Company shall safeguard its good reputation. Specifically, the Company’s employees undertake to use social media and other means of communication appropriately, refraining from disseminating any type of information, statements, or images that could affect the Company’s prestige and reputation, undermine or violate the honor of its professionals, its stakeholders, or third parties in general.

The Company will always strive to safeguard the interests of all stakeholders involved in the development of its business, implementing appropriate procedures and measures to identify and resolve potential conflicts of interest.

For their part, the Company’s employees will perform their duties solely in the interests of the company and, consequently, will refrain from any private or purely personal activity that could give rise to conflicts of interest. However, should such a circumstance arise, it will be immediately reported to the Compliance Committee, which will be responsible for resolving them.

One of the Company’s core values ​​is treating subordinate employees as a fundamental source of quality and increased productivity. Consequently, all management agrees that employees are the Company’s most important asset. Consequently, the Company’s executives and middle managers will not encourage “we-they” attitudes among employees and will consider each employee as a fundamental source of ideas for increasing productivity and improving quality.

In light of the foregoing, the Company will continue to comply with its maxim of offering job security to all its employees and will ensure the compatibility of work and family life for all its employees.

The Company strives to create work environments where trust, respect, and the promotion of teamwork prevail. Consequently, any abuse of authority, as well as any other conduct that could create an intimidating or hostile work environment, is expressly prohibited.

Specifically, each member of the Company will contribute to maintaining a pleasant, rewarding, and safe work environment that encourages people to give their best in the performance of their duties. In this regard, the Company’s managers and middle managers will encourage face-to-face communication among all employees to foster enthusiasm and interest in the work of their subordinates. They will also inform all employees about the Company’s performance and business developments, encouraging the exchange of views.

In general, relationships between the Company’s employees must adhere to the following basic guidelines:

Superior-subordinate relationships:

1. Lead by example.
2. Highlight successes.
3. Comment on mistakes.
4. Deal courteously.
5. Teach by transmitting knowledge and experience.
6. Collaborate in problem-solving. 

Subordinate-superior relationships:

1. Be respectful and disciplined.
2. Show a desire to learn.
3. Express concerns about the work being done.

The Company guarantees equal opportunities among all its employees and is committed to employing the necessary resources to support their professional and personal development. Therefore, no discrimination based on gender, race, sexual orientation, religious beliefs, political opinions, nationality, social origin, disability, or any other discriminatory circumstance will be permitted.

The Company undertakes to employ the necessary means and financial resources to contribute to the learning, training, and updating of the knowledge and skills of all Company employees in order to broaden their professional horizons or simply enrich their general knowledge.

For their part, the Company’s employees will participate in training programs as required and will strive to obtain maximum benefit from them, applying the knowledge acquired in the performance of their professional duties.

These programs will aim to acquire knowledge that enables the professional development of the Company’s employees and to provide training in occupational risk prevention.

Occupational health and safety are fundamental aspects for the Company, which is committed to providing the necessary means to minimize risks, both for the Company’s own personnel and for its clients or subcontractors.

All Company personnel will actively ensure the creation and maintenance of a safe work environment, taking the necessary preventive measures to generate the best possible occupational health and safety conditions and scrupulously respecting current legislation and internal occupational risk prevention procedures in the performance of their activities.

The Company is committed to promoting and respecting the right of association and collective bargaining in the workplace.

Any information of the Company or its members that is not public, including that relating to employees or third parties with whom the Company collaborates within the scope of its activities, is considered strictly confidential, and the necessary mechanisms are applied for its proper processing and to preserve its integrity, availability, and confidentiality. All members of the Company will use this information, if necessary, with the utmost caution, preserving its integrity, ensuring its confidentiality and availability, and minimizing the risks arising from its disclosure and misuse, both internally and externally.

Furthermore, only authorized employees will have access to such confidential information, to the extent necessary for the performance of their duties, and they will refrain from disclosing it or misusing it in any way that could damage the Company’s image.

The obligation of confidentiality will continue after the employees’ employment with the Company has ended and will include the obligation to return any documentation related to the Company that the employee had in their possession at the time of termination of employment.

The Company provides employees with all the material resources necessary for the performance of their professional activities and provides the means for their adequate protection and safeguarding. Each member of the Company is responsible for the proper use and protection of the assets and resources provided and, specifically, for compliance with any regulations that may affect their use.

The Company works daily to achieve the highest levels of quality in its products and services. To this end, the Company provides its employees with the best and most advanced technical knowledge and resources, and encourages employee involvement in the Company’s stated principle of pursuing excellence.

The Company undertakes to provide information regarding the company in a complete and truthful manner, allowing minority shareholders, analysts, and other stakeholders to obtain an objective assessment of the Company.

Likewise, the Company undertakes to collaborate with the supervisory or inspection bodies or entities of the State Administration, in any of its territorial or hierarchical spheres, and in any manner required to facilitate administrative oversight.

The Company’s employees must ensure that all transactions of economic significance carried out on behalf of the Company are clearly and accurately recorded in the appropriate accounting records, which represent a true and fair view of the transactions carried out and are available to internal and external auditors.

Consequently, accounting standards and principles must be strictly followed, complete and accurate financial reports must be prepared, and appropriate internal controls and procedures must be in place to ensure that the preparation of financial and accounting reports complies with current legislation.

All Company personnel are required to ensure the security of the payment methods used in transactions in order to guarantee the proper functioning and traceability of billing and collection procedures, protect customer data and prevent fraud, and comply with regulations regarding cash payments.

The Company’s employees will avoid all practices that involve illicit tax evasion to the detriment of the Public Treasury, Social Security, and equivalent organizations, as well as the use of opaque structures for tax purposes. These are understood to be those in which, through the interposition of shell companies through tax havens or territories that do not cooperate with the tax authorities, the structures are designed to prevent the tax authorities from learning about the activities or the ultimate owner of the assets or rights involved.

Furthermore, the Company will ensure that aid requested or received from public administrations is used appropriately and that its application and use are transparent, avoiding falsifying the conditions for obtaining it or using it for a purpose other than that for which it was granted.

In order to prevent any illicit payments, every transaction carried out with Company funds must be carried out with due diligence, fulfilling the required duties of care and, in all cases:

1. Must be duly authorized.
2. Must be properly documented and recorded, and the stated purpose of the transaction must fully coincide with its actual purpose.
3. Must ensure that the intended purpose of the payments is legitimate, confirming the effective ownership of the accounts to which they are destined, which must always match the information of the third parties involved in each case.
4. Must always maintain a reasonable proportion between the amount disbursed and the service received or product purchased.

The Company is committed to competing in the markets by promoting free competition for the benefit of communities and users and to complying with the laws established in this regard in the different markets where it may operate, avoiding any actions that constitute an abuse or violation of free competition.

The Company’s employees will avoid any type of conduct that may constitute an abuse or unlawful restriction of competition and should consult their legal advisors regarding any questions that may arise in this area before taking any action.

In relation to the Company’s participation in public tenders, competitions, and auctions, the necessary principles of conduct will be observed to ensure compliance with current administrative legislation.

The Company is committed to protecting its own and third-party intellectual and industrial property. In this regard, employees will respect the goodwill of the Company’s distinctive signs (patents, trademarks, trade names, and utility models) and will use them only in the proper development of their professional activities.

The creation, membership, participation, or collaboration by Company employees in social networks, forums, or blogs on the Internet, and the opinions or statements made therein, will always be carried out in a manner that clearly demonstrates their personal nature. In any case, Company employees must refrain from using the Company’s corporate image, trade names, or trademarks to open accounts or register on these forums and social networks.

Likewise, Company employees undertake to respect the intellectual and industrial property held by third parties outside the Company. They must, in all cases, obtain the corresponding licenses or authorizations from the legitimate owners to the extent applicable in the performance of their activities, and consult legal counsel regarding any use or situation that raises doubts about their legality.

The intellectual and industrial property resulting from the work of the Company’s employees during the performance of their duties and related to the activities carried out at any given time by the Company shall be the property of the Company.

The Company’s supplier selection processes are carried out with impartiality and objectivity. Special attention, diligence, and care shall be taken to avoid any relationship with individuals or legal entities that may be involved in unethical or unfair conduct or behavior.

In the selection processes, the Company’s employees responsible for carrying out these tasks must apply criteria of quality and timeliness, always acting in defense of the Company’s interests. Likewise, the “Compliance Committee” must promote awareness of this Code among the Company’s suppliers in order to better apply the principles contained therein.

The Company is firmly committed to the protection, conservation, and improvement of the environment, as well as to compliance with planning laws. Therefore, it will implement the relevant management mechanisms and systems to ensure, where applicable to its activities, the appropriate training of its employees and collaborators and compliance with applicable regulations.

Members of the Company will comply with the legal and professional obligations that, in each case, may be applicable to the professional actions they carry out. Furthermore, the Company expresses its firmest commitment to the values ​​and principles declared in this Code of Ethics and does not tolerate practices that could be considered irregular in the conduct of its relationships with clients, suppliers, partners, competitors, and other third parties or stakeholders.

In particular, members of the Company will pay special attention to preventing conduct that could be related to money laundering and terrorist financing. To this end, they will apply the due diligence, reporting, and internal control measures established for this purpose, and they will provide the utmost cooperation to the competent authorities.

Directors and employees, as well as any external person providing services to the Company, in their relations with national public authorities, third-party countries, and international organizations, as well as with other individuals, must conduct themselves in such a way as not to induce a public official, authority, or individual to violate their duties of impartiality or any legal precept. That is, even in the context of private business relationships, it is prohibited to offer any type of illicit gift or advantage to employees of other companies who are responsible for the acquisition or contracting of goods or services, with the aim of influencing them, through a breach of their duties, to purchase our products.

In general, any type of gift, courtesy, invitation, handout, remuneration, or undue advantage to authorities, public officials, or individuals that exceeds the criteria established in the Company’s internal policies is prohibited.

This prohibition, which also extends to persons closely linked by family or friendship to the public official, authority, or individual, results in:

The prohibition on engaging in any type of behavior or activity intended to illicitly influence the behavior of a public official or authority to make or refrain from making a decision that could favor the Company.

The prohibition of receiving, requesting, or accepting an unjustified benefit of any kind, with the aim of favoring the person granting the benefit or advantage over third parties, or from whom the benefit or advantage is expected, thereby breaching their obligations.
Ultimately, it is the responsibility of each employee to adequately understand and assess local practices, taking into account the Company’s interests and good reputation. The limits established for this purpose in internal policies must always be applied. In case of doubt, the Compliance Committee must be consulted before taking any action.

CAMPOS DE CÓRDOBA’s commitment to the community is embodied in the development and promotion of initiatives focused on improving the quality of life of people in the society where it operates, provided that such contribution is related to the different branches of activity carried out for the Company.

Specifically, this commitment is put into practice primarily through social action, sponsorship, and patronage initiatives managed by the “BODEGAS CAMPOS FOUNDATION,” a national non-profit organization whose primary purpose is to promote popular culture and culinary traditions, primarily through the provision of training courses in these areas.

The Company’s primary objective is customer satisfaction, and its utmost priority is the pursuit of excellence in the services and products it offers. Therefore, all employees guarantee the quality of customer service by providing efficiency and professionalism in their actions and dealings with customers. Specifically, the Company’s employees undertake to provide customers with treatment based on respect and non-discrimination of any kind.

Likewise, and in line with the following section, the Company undertakes to ensure that the services and products offered to customers do not pose risks to their health, providing, where appropriate, the necessary means to mitigate or eliminate such risks, and acting at all times in accordance with applicable regulations.

Specifically, with respect to the Company’s hospitality activity, it undertakes to implement the necessary guidelines and policies to offer its customers fresh, top-quality products, selling only those that meet the guarantees and requirements established by current legislation, including those regarding quality, composition, and expiration date. It also sources its products from suppliers who can prove they hold the food quality and safety certificates required for this purpose.

The Company reserves the right of admission to its facilities and may therefore deny access to certain customers exclusively in cases where it is duly justified based on a well-founded expectation of non-compliance or violation of socially recognized and accepted ethical values ​​and human rights.

In accordance with current regulations, the Company maintains and makes available to its customers a “complaints and claims book.” In this regard, it undertakes to resolve any incidents as efficiently and quickly as possible, and to the fullest extent possible, satisfying the interests of all parties involved.

All Company employees are required to be familiar with the contents of this Code and the values ​​upon which it is based, and must respect it and ensure its effective compliance.

This Code is dynamic and open to participation by all. Therefore, any suggestions, questions, or criticisms are requested to be brought to the attention of the “Compliance Committee,” which is the competent body to ensure compliance with the Code and to promote both its dissemination and the specific training necessary for its proper application.

The “Compliance Committee” will have the necessary resources to ensure the application of this Code and may act on its own initiative or at the request of any employee or third party with sufficient interest through a complaint made in good faith. Its decisions will be binding on the Company and all its employees.

Likewise, the “Compliance Committee” will prepare and maintain the Company’s criminal risk map and will propose to the governing body the measures and controls it deems necessary for the continuous improvement of the criminal risk prevention program developed within the Company and based on this Code.

The Company has established a communication and reporting channel consisting of the email address canaldedenuncias@bodegascampos.com for use by employees and other stakeholders, which aims to comply with the objectives set out in its Code of Ethics.

For the above purposes, please be advised that the PRINCIPLES governing the operation of the reporting channel are as follows:

1. Employees, shareholders, stakeholders, and members of the entity’s governing body may be complainants and those reported.
2. Complaints may be filed through the internal channel, and also before the competent authority through existing external channels.
3. Communications must comply with the criteria of truthfulness and proportionality. This mechanism may not be used for purposes other than those that pursue compliance with the law or the internal policies and protocols implemented within the company.
4. The whistleblower may report conduct anonymously.
5. Consideration of the identity of the complainant and the accused, as well as the information and data related to the complaint, as confidential, where applicable.
6. Possibility of providing the data and identity of the complainant and the accused to administrative or judicial authorities, if required by such authorities as a result of any proceedings arising from the subject of the complaint, as well as to persons involved in any subsequent investigation or judicial proceedings initiated as a result of the investigation.
7. Data transfer will be carried out in compliance with current personal data protection legislation.
8. The Compliance Committee, and specifically the Channel Manager, will be responsible for managing communications sent through the reporting channel and processing investigations.
9. Possibility of reporting behaviors, actions, omissions, or events that constitute a potential criminal or administrative infraction or a violation of the company’s Code of Ethics or the company’s internal rules established in its corporate policies and specific protocols of conduct, occurring in the performance of the professional duties of the perpetrator of the breach, or having an impact on the contractual relationship with clients or suppliers, or on the interests and image of the Company vis-à-vis third parties.
10. Acknowledgment of receipt of the complaint will be sent to the complainant within a maximum period of seven (7) days from receipt, unless this may jeopardize the confidentiality of the communication.
11. Reasoned communication via email, based on the factual elements provided by the complainant, as to whether or not the complaint has been initiated, within a maximum period of ten (10) days from receipt.
12. The maximum period for responding to actions is three (3) months from receipt of the communication, which may be extended by an additional three (3) months if the case is particularly complex.
13. The complainant may be required to provide the necessary information and/or documentation to prove the existence of the reported irregular conduct.
    The accused will be informed of the alleged conduct and their rights, as well as a hearing at any time.
14. Where applicable, the complainant may abstain from participating in the proceedings against the person against whom the complaint is filed.
15. Data processing in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016, and Organic Law 3/2018 of December 5, on the Protection of Personal Data and the Guarantee of Digital Rights. Access to such data is limited to the Compliance Committee and the Channel Manager, the HR Department when disciplinary measures may be taken, the Legal Department in the event that legal measures are required, any data processors designated, and the Data Protection Officer.
16. The facts must be reported immediately to the Public Prosecutor’s Office if they constitute a crime.

Please also inform us that, in any case and without prejudice to the foregoing, any actions or omissions that may constitute a serious or very serious criminal or administrative offense, as well as any actions or omissions that may constitute violations of European Union law, provided that they fall within the scope of the European Union acts listed in the Annex to Directive (EU) 2019/1937 of the European Parliament and of the Council of 23 October 2019, affect the financial interests of the European Union, and impact the internal market, may be reported to the Independent Whistleblower Protection Authority (IWPP), or to the corresponding regional authorities or bodies and, where appropriate, to the institutions and bodies of the European Union, through their own channels (channels external to the entity).

The scope of this Code covers both the Company and its members, that is, the members of the board of directors, the management staff, and, in general, all of its employees, regardless of their position and function.

Similarly, when establishing business relationships with other companies or professionals, one of the selection criteria will be their adherence to principles of conduct and management similar to those set forth in this Code.

Furthermore, in those entities in which the Company may have a stake or in which it has appointed a member of its board of directors, said members will propose the adoption of values ​​similar to those expressed in this Code.

This Code will be made available to all Company employees and will be published on the corporate website.

Likewise, the Company undertakes to carry out appropriate communication, training, and awareness-raising actions to promote a culture of compliance and disseminate the Code’s content to all its employees. To this end, training and support sessions will be organized to explain the specific protocols and policies that comprise the criminal risk prevention program developed within the Company and that directly or indirectly affect each of the identified risk areas.

The obligation to comply with the Code will be expressly included in employees’ employment contracts, and the “Compliance Committee” will ensure that compliance with this Code is properly communicated to third parties who, for any reason, must abide by the rules contained herein.

This Code will enter into force on the fifth business day following the date of approval by the Company’s governing body and will remain in force until said body approves its update, revision, or repeal.

The Code will be reviewed and updated at the intervals also indicated by the governing body. In any case, any revisions and updates will reflect changes in the Company’s activities and in current legislation applicable at any given time.

In Córdoba, Spain, October 2, 2017.