COMPLIANCE
Preface from the Management
J. D. Theile GmbH & Co. KG, Schwerte has been a German manufacturer with a passion for the highest product quality, innovative strength, maximum performance, availability and customer-oriented service in all business areas since its foundation in 1819.
Since its foundation more than 200 years ago by Johann Dietrich Theile, the name JDT has not only stood for high-quality products in international business, but also for the values of a family-run company now in its sixth generation.
The success of the company is also based on compliance with the law, maintenance of internal rules and regulations, as well as all-encompassing respect for basic ethical values. Social responsibility towards our employees, business partners and the community is a basic requirement, as is the protection of the environment and the conservation of natural resources in our daily thoughts and actions.
We are convinced that with this basic stance, we, like the generations before us, are making and have made a contribution to the sustainable development of our company and in doing so, we continue to gain and maintain the trust of our employees, business partners and the community.
This Code of Conduct is intended to summarise the most important principles of our corporate activities and serve as a model for our employees in their daily work in dealing with colleagues, customers, suppliers and competitors. It is the duty of every employee to read, understand and implement this mission statement in their daily work.
Together, we are responsible for acting with integrity and in accordance with the rules.
58239 Schwerte, June 2021
J .D Theile GmbH & Co. KG
Management
Thomas Muchowski
I. Declaration of principles
1. Self-conception of JDT
People are the focus of our business activities. At the same time, we ensure that our actions are governed by strict compliance with the law and ethical principles. We accept our social and environmental responsibility.
1.1 Sustainable development
This code of conduct is the basis for the sustainable development of our company at present as well as in the future. The aim of the code of conduct is to make a contribution to the preservation of an intact environment for future generations.
1.2 Human rights and non-discrimination
One of the highest basic principles of JDT is respect for human rights, the protection of
personal rights and respect for the private and individual sphere of the other person. Cooperation with people from different countries and cultures should take place without any distinction of ethnic, national and social origin. Age, skin colour, language, gender, disability, religious, political, other views and sexual identity should not be evaluated in a discriminatory manner.
We do not tolerate discrimination or harassment based on these characteristics
1.3 Compliance
Compliance with the applicable legal regulations within the scope of our national and international business activities is a top priority for us. This statement also applies to self-commitments, internal company guidelines and other regulations.
1.4 Value orientation
The foundations of our business and social conduct are based on trust, respect and tolerance. We expect this from all employees in their dealings with our customers, suppliers and the quality of our products. The values laid down in this mission statement are intended to remind us of this and to determine the direction of each individual's actions.
1.5 Environmental and social responsibility
We try to integrate the people‘s need for a clean and future-oriented environment into our business and manufacturing processes. We are actively working to reduce environmental and climate-related pollution, conserve resources and recycle raw materials. The resulting obligation and social responsibility towards our employees, business partners and the community is something we are mindful of in various areas.
2. Commitment to the code of conduct and implementation
The values and principles set out in this Code of Conduct are in principle a matter of course in our daily dealings with each other. It is therefore binding for all members of the management team and for all employees.
2.1 Guidance
This Code of Conduct is intended to be a guide for acting in accordance with the law and regulations, as well as a guide for ethically and morally impeccable conduct in business dealings as well as towards colleagues. It is intended to support and promote daily work.
2.2 Binding nature of the Code of Conduct
All managers at JDT are required to communicate the contents and the validity of this Code of Conduct to their assigned employees in a comprehensible manner and to encourage them to comply with the rules.
A violation of this Code of Conduct will not be tolerated by the management of JDT, as disregarding the principles can lead to a high level of economic damage and extensive loss of reputation. The responsibility for compliance with all relevant laws, regulations with the nature of laws and other rules lies with each employee within his or her area of responsibility/activity. In the event of violations, he/she must expect disciplinary action and the assertion of claims for damages as well as any official proceedings that may be initiated against him/her.
This Code of Conduct is the minimum requirement for all JDT employees. If there are additional, more extensive rules that are more strictly interpreted, you will not be restricted by the rules set forth in this Code of Conduct.
This Code of Conduct serves as an internal code of conduct and does not constitute a basis for claims against third parties.
2.3 Extension through guidelines
Should this Code of Conduct be extended by internal guidelines concerning selected topics, these must be in line with this Code of Conduct.
II. Conduct in business Transactions
1. Principle of fair competition, prohibition of cartels
A basic principle of the market economy is free, unrestricted and fair competition.
In accordance with our business policy, we base our competition exclusively on customer orientation, performance and the quality of our products.
Employees whose conduct contravenes national and international rules of fair competition and antitrust regulations will not be tolerated.
1.1 Prohibited business activities
Employees must refrain from actions which are anti-competitive and relevant under antitrust law.
Agreements and discussions with competitors concerning information that is sensitive in terms of competition (prices, price components, technical developments) in the context of trade fairs, trade association events or standardisation body events, etc. or the passing on of such information to competitors. The sharing of projects, markets, territories or customers with competitors is not permitted. The submission of sham bids in tenders and agreements with competitors concerning a non-competition clause are also prohibited. The unlawful exploitation of a dominant position and unfairly favouring or hindering suppliers in the competition for contracts is also not permitted.
1.2 Involvement of legal advice
Competition-relevant facts are often difficult to assess. In such cases, the responsible technical departments should be involved or, in coordination with the management, external legal advice should be sought.
2. Ban on corruption
Applications for contracts are based on our innovation, product quality, services and prices. The relationship with public officials and elected officials is characterised by respect and adherance to the law.
We outlaw and prohibit any form of corruption.
2.1 Bribery and kickbacks
Employees of JDT are prohibited from soliciting, accepting, obtaining or being promised benefits for themselves or third parties from business partners, their employees, intermediaries or other persons in the course of their activities, to which no legally enforceable claim exists. ("Corruption and bribery in commercial transactions").
Illegally offering or granting advantages to business partners, their employees, public officials or holders of a position, intermediaries or other persons in connection with the mediation, awarding, approval, execution or payment of contracts within or outside of official proceedings or other relationships with authorities and business partners will not be tolerated by JDT.
Even the appearance of corrupt behavior must be avoided. Any payments in dealings with JDT's business partners must be reviewed on a critical basis. This also especially applies to:
Disproportionate entertainment expenses, unusual / disproportionate or the type of invitations that are not directly related to a business visit;
Money, gifts with a value and material gifts.
Special attention must be paid when dealing with elected officials, civil servants, employees of authorities or
other public bodies with a view to granting advantages.
2.2 Consultants and intermediaries
Agreements with consultants, representatives or other intermediaries must be in writing. Commissions and other remunerations must be in reasonable proportion to the verifiably rendered consideration and must be based on customary remuneration rates. Agreements which are suitable for circumventing internal regulations or granting / obtaining inadmissible advantages are prohibited.
3. Donations
Donations made by JDT as part of its social responsibility must be made strictly in accordance with the applicable law.
Donations are voluntary services for which JDT does not expect or receive anything in return. To the extent that they are permissible, they should have a local connection. Donations must not give the appearance of influence or be likely to damage the reputation of JDT or its employees. They must not be misused for the purposes of corruption.
Donations to political parties, party-like organisations, elected officials, and applicants for positions or offices are inadmissible. In coordination with the management, an internal committee within JDT is governing the procedure and relevant limits concerning amounts.
4. Compliance with tax law, export control regulations and money laundering prohibitions
Strict compliance with national and, where applicable, international tax regulations, trade regulations and money laundering prohibitions is essential for JDT as an international company.
4.1 Taxes
JDT is committed to complying with all national and, where appropriate and applicable, international tax and customs laws and/or obligations in the countries in which we operate. JDT rejects any form of improper circumvention of such laws and regulations as well as the misuse of such arrangements.
4.2 Export controls and customs
National and international regulations that restrict or prohibit the import, export or domestic trading of goods, technology or services are respected by JDT. Approval procedures arising from foreign trade law / customs regulations are respected by JDT.
4.3 Money laundering
JDT takes the international fight against money laundering and the resulting legal obligations very seriously and supports them.
5. Selection of business partners
The selection of business partners (customers, suppliers, service providers, distributors, project partners, consultants etc.) is goal-oriented and based on objective criteria. Adherence to the values set by JDT form the basis of business relations and they are observed.
5.1 Selection process
JDT‘s business partners are evaluated and selected impartially on the basis of quotations based on defined objective criteria. Preference or discrimination based on unobjective criteria is prohibited.
5.2 Business partner Code of Conduct
JDT expects its business partners to adhere to principles such as respect for people and the environment, strict adherence to the law, respect with regard to corruption and integrity in terms of competition and expects them to act accordingly. This can be done in individual cases by providing evidence of a comprehensive code of conduct that has been examined in advance.
6. Documentation and reporting
Business transactions must be correctly documented and reported. All business transactions to be documented in accordance with internal or external regulations must be documented at JDT, accurate in terms of content, comprehensive, documented in a timely manner and in the intended place.
The documentation must be in the appropriate form provided for this purpose and it should be stored in accordance with legal and internal requirements and deadlines.
Within the given framework, all employees have the obligation to provide truthful, complete and accurate oral and written reports. The protection of data privacy (GDPR) must be ensured in the context of reporting and documentation.
III. Staff and management culture
1. Management culture
JDT's corporate success is primarily based on reliable and motivated employees. This refers to active employees as well as the generations of past employees since the foundation of the company over 200 years ago.
JDT bears a great deal responsibility with regard to its employees. Fair treatment of each other, common values, the promotion of performance and personal responsibility are all part of JDT's management culture.
Innovations are due to people who perform their tasks with commitment and passion. We give our employees the opportunity to contribute their creativity as a team or individually and to take personal responsibility, so that their potential can be fully exploited.
We promote open-minded and fair interaction with each other. Problems, conflicts and undesirable developments can be addressed openly. We support this through flat hierarchies.
Our managers should set an example through their exemplary personal behaviour and actively support the implementation of these guidelines. Dealing with employees should be appreciative and based on responsibility. The interests of the employees should be taken into account.
2. Fair working conditions and occupational health and safety
JDT stands for fair working conditions and high standards in terms of occupational health and safety..
2.1 Working environment
We respect appropriate working conditions for our employees which comply with the respective legal requirements. JDT adheres to statutory requirements under employment law and offers fair remuneration.
We respect the legitimate representation of our employees' interests.
The outlawing of any form of forced, slave or child labour is a matter of course for JDT.
2.2 Health and safety
For our employees, we respect health as the highest asset that people can have, through safety at work. We respect the respective regulations governing occupational health and safety, fire protection and environmental protection. Through assigned persons or groups, we always strive to improve and implement the applicable regulations for processes and plants in our daily work. On behalf of our employees, the aim should be to reduce the risks to health and safety and the environment.
3. Avoidance of conflicts of interest
It is important to JDT that employees are not involved in conflicts of interest / divided loyalty with regard to the company.
Any potential personal conflict between an employee and the interests of JDT must be immediately bought to the attention of the human resources department and/or management.
3.1 Private orders from employees to business partners of JDT
No employee may place private orders with JDT's suppliers or service providers if he/she claims an unlawful advantage in relation to the business relationship.
3.2 Social commitment of employees
JDT appreciates the social, community, civic and charitable commitment of its employees. However, this must be done in such a way that conflicts with the interests of JDT are excluded.
4. Confidentiality, data protection and IT security
At JDT, the handling of business information is governed by the principle of confidentiality. Data protection and the security of sensitive and personal data take place within the framework of legal regulations.
4.1 Confidentiality concerning business secrets
With regard to the internal matters of JDT, the duty of confidentiality applies to each employee towards third parties, insofar as the information/data has not been published lawfully beforehand.
This especially applies to trade and business secrets of any kind as well as personal data. The use of information obtained in the course of business for private purposes is prohibited. The obligation to maintain confidentiality continues on a permanent basis following the termination of the employment relationship.
4.2 Protection of personal data
JDT attaches great importance to the observance of personal rights and data protection, especially the correct handling of personal data relating to employees, customers, suppliers and other and business partners. When collecting, processing and using data / personal data, JDT employees are obliged to comply with the relevant data protection regulations and internal guidelines.
4.3 Secure exchange of information
The national and international business activities of JDT also require the electronic exchange of information and data. JDT is aware of the risks involved and strives to secure and protect business data from unauthorised access by third parties. The measures are stipulated in detail in the internal data protection manual and in the IT guidelines of JDT.
5. Careful handling of company property
The corporate property of JDT must be protected. Under this guideline, JDT requires all employees to handle all tangible and intangible assets carefully and appropriately. This includes real estate, business equipment, operating resources, products, financial resources, information systems, software, but also property rights (e.g. patents, trademarks etc.).
Damage must be reported immediately. Theft and unauthorised private use of company property is prohibited and will be punished accordingly. This means that violations of the law may be prosecuted under criminal and civil law and this may result in consequences under employment law.
IV. Implementation of the Code of Conduct
1. Compliance
The principles and values set out in this Code of Conduct are the basis for the continued economic, social and environmentally sustainable development of JDT. The aim is to control and minimise business risks. In doing so, the responsibility of JDT towards people and the environment (compliance) is specified. JDT is therefore expected to ensure that all employees consistently adhere to the Code of Conduct.
1.1 Responsibility for compliance
For integrity in business processes, it is the responsibility of each individual employee to comply with the law and regulations. This also includes knowledge of the content of this Code of Conduct.
Due to the fact that violations of the law and rules can endanger not only the economic success of JDT, but also the social existence of our employees, such violations are not in the interest of the company. The violations will not be tolerated by the management, but will be disapproved of accordingly.
1.2 Compliance
The management of JDT is aware of the responsibility it has in connection with the contents of these rules and values and serves as a point of contact for all related queries.
2. Indications of violations of the law
Any employee may report violations of rules and laws to JDT management without the fear of any disadvantages for himself/herself. Compliance-relevant information is treated confidentially. Information, questions and suggestions concerning compliance topics are gladly received by the management. In addition, a compliance system only lives through the acceptance and cooperation of each individual.