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1. Introduction

The reputation of prestige and quality that we have been building since the origin of GP Pharm responds to a collective and daily work that each and every one of the people who are part of this project must take care of. The proper running of the organization depends on our commitment and individual responsibility with these principles and values. Thus since the foundation of the company honesty fair treatment and full compliance with all applicable laws have guided our business practices. This code of ethics summarizes the set of rights duties and responsibilities that GP Pharm expressly assumes before all stakeholders (managers employees customers suppliers and external professionals) with whom it interacts in the development of its activity. That is why this code:

  • Facilitates the knowledge and application of GP Pharm's corporate culture firmly based on the fulfillment of human and social rights and on the effective integration of all employee groups in the company with respect to diversity.
  • Establishes the principle of due diligence for the prevention detection and eradication of irregular behaviors whatever their nature including among others risk analysis definition of responsibilities training of employees and if necessary of third parties directly related to the company and the formalization of procedures in particular for the notification and immediate elimination of irregular conduct.

This code is not intended to cover all situations that may arise but to establish behavioral guidelines that should guide the company and all its employees and professionals in the way they act during the development of their professional activity.

2. Scope of application

This code applies to GP Pharm and binds all personnel regardless of their position or function their hold within GP Pharm. The application of the code in whole or in part will be extended to any natural and/or legal person related to GP Pharm when it is convenient for the fulfillment of its purpose and possible due to the nature of the relationship. The code will be notified to all managers employees and any person related to GP Pharm when required by the nature of their relationship who must assume in writing the commitment to comply with it. Likewise the obligation to comply with it will be expressly stated in the employment contracts of the employees who will be given a copy when they join the company.

Exemption from compliance for duly justified specific cases may only be authorized by the Ethics Committee which shall report to the Board of Directors as soon as possible. This Code of Ethics applies to and binds the following groups of people:

  • Chairman and Chief Executive Officers.
  • Members of the Board of Directors.
  • Members of the Management Committee.
  • All employees and officers of GP Pharm.
  • Any other professional acting for or on behalf of GP Pharm.
  • Trainees and staff in training or internships in GP Pharm.
  • Suppliers subcontractors customers and any third party that maintains legal relations with GP Pharm.
  • Any natural or legal person hired by GP Pharm during the provision of the service to the company.
  • Any other person as determined by the Board of Directors.

All GP Pharm managers have the obligation to warn their employees about the strict compliance with the Code of Ethics and they themselves must act in an exemplary and active manner in this respect. Failure to comply with this code constitutes an infringement and will be subject to the corresponding sanction.

3. Pillars of the code of conduct

All persons subject to this code shall carry out their activities respecting the social values and principles contained in the Code of Ethics which are based on the following points:

  • Professionalism: GP Pharm and its employees are governed by the principles of equality non discrimination merit and ability. GP Pharm will provide a stimulating creative work environment while respecting diversity and personal dignity.
  • Integrity: It is about acting in an honest and responsible manner pursuing the interests of GP Pharm avoiding any form of corruption fraud or bribery.
  • Independence: Independence obliges the employee to act with integrity and objectivity excluding arbitrary conduct based on personal or professional interests.
  • Objectivity: GP Pharm members must guide their actions by duly motivated and reasoned decisions not allowing themselves to be influenced by biases or prejudices nor giving differentiated treatment for inappropriate reasons.
  • Legality: GP Pharm adheres to and respects the principles of the Universal Declaration of Human Rights the strict compliance with the legislation applicable in each case as well as the company's bylaws and internal operating regulations if any.
  • Equality: GP Pharm and its employees shall respect equality between women and men civil liberties equal opportunities and non-discrimination as well as the values and ethical principles of each culture.
  • Social responsibility with respect to employees customers shareholders suppliers business partners and society in general and respect for sustainable development in relation to the health and safety of people and facilities protection of the environment and total product quality.
  • Confidentiality: GP Pharm and its employees understand that information is one of the main assets essential for the management of its activities. All the information owned or kept by GP Pharm of non-public nature has the general consideration of reserved and confidential. The employees are obliged to maintain the reserve or confidentiality of the information to which they have access as a consequence of the performance of their professional activity in GP Pharm. The company will guarantee to its employees suppliers customers and any third party that has a relationship with it the faithful compliance with the regulations on data protection adopting the appropriate measures in its organization so that these regulations are fully effective.

4. General principles of the Code of Ethics

4.1. Principle of good governance

GP Pharm is committed to national and international recommendations on good governance as well as to the principles of corporate social responsibility ethics and transparency in all areas of activity.

4.2. Principle of commitment to constitutional rights

GP Pharm expresses its commitment and commitment to constitutional rights.

4.3. Principle of social commitment

GP Pharm is permanently looking for the commitment with its project the maintenance and potentiation of the illusion of believing in what we do and in being able to improve day by day. Values ethical commitment and excellent personal treatment complete and define GP Pharm's work culture.

4.4. Principle of reconciliation of personal family and working life

GP Pharm respects the personal and family life of its employees and will promote the facilitation of work-life balance in a responsible manner.

4.5. Principle of equal opportunity

GP Pharm will promote equal treatment between men and women in terms of access to employment training promotion and working conditions.

4.6. Principle of relational integrity

All persons involved with GP Pharm are obliged to conduct their activities in accordance with the highest ethical standards being honest and trustworthy behaving consistently and ensuring the good reputation of GP Pharm at all times.

4.7. Principle of public interest

Inspire all actions in such a way that they pursue the general interest over self-interest avoiding the use of public resources for the satisfaction of private interests.

4.8. Principle of privacy

GP Pharm respects the right to privacy of its professionals and employees in all its manifestations especially with regard to personal medical and economic data. That is why it undertakes not to disclose personal data without the consent of the interested parties only in cases of legal obligation or in compliance with judicial or administrative resolutions. Furthermore under no circumstances may personal data be processed for purposes other than those legally or contractually provided for. On the other hand professionals and employees who access personal data of other professionals or employees are subject to the confidentiality clause and commitment to maintain the secrecy of confidential data.

4.9. Principle of occupational health and safety

GP Pharm promotes health and safety at work as an essential step of its activity and applies in collaboration with its workers the preventive measures established in the current legislation and any other that may be established in the future.

5. Behavioral criteria

5.1. Behavior of directors and senior management

5.1.1. Value creation

The purpose of GP Pharm is the continuous and sustained creation of value for its shareholders and investors and will make permanently available to them those channels of communication and consultation that will allow them to have adequate useful and complete information on the evolution of the company.

5.1.2. Accurate information

Promptly and accurately inform the owners or shareholders of the situation and perspective of the company.

5.2. Relationship with customers

5.2.1. Honesty and professional responsibility

GP Pharm establishes the pursuit of quality in its products and services as a guideline for its business activities. We ensure that all information contained in our products is accurate objective justified and in accordance with current scientific data and applicable legislation. It is GP Pharm's duty to control adapt and update all the information provided concerning the quality efficacy and safety of a product as well as contraindications precautions for use and side effects. GP Pharm prohibits any action involving the exercise of illegal unfair competition practices and is committed to ensuring compliance with the antitrust laws applicable to the countries where it operates. Corruption agreements between competitors unfairness and fraud distort competition result in high costs and can lead to significant penalties and a poor image.

5.2.2. Contracts and promotional activities with customers

All relationships that GP Pharm maintains with its customers will be duly documented in the legally appropriate form. Contracts with customers shall be drafted in a simple and clear manner. Transparency shall be promoted in pre-contractual or contractual relations with customers. In the development of their commercial activities GP Pharm's employees shall promote the company's products based on objective standards without misrepresenting their conditions or characteristics. GP Pharm's promotional activities shall be carried out in a clear manner in order not to provide false misleading or deceptive information to customers or third parties.

5.2.3. Confidentiality and privacy

It is guaranteed that the information that GP Pharm has derived from its relationships with customers is duly protected by the legislation on personal data protection.

5.2.4. Conflicts of interest

Avoid actions or business decisions that may cause conflicts of interest understood as actions or decisions that may be influenced by the particular interests of the person or persons of the company that participate in it or of third parties with whom they have a personal relationship.

5.2.5. Gifts presents and favors

In all business decisions and actions the applicable national and international laws must be observed. GP Pharm declares that it is against influencing the will of people outside the company to obtain any benefit through the use of unethical practices. GP Pharm and its employees are committed to transparency and compliance with the applicable regulations in force especially with regard to the promotion of our products and the giving of gifts for competitive advantage.

5.2.6. Claims management

The satisfaction of our customers for the services provided by our company is a priority objective of our business activity. Complaints received will be dealt quickly and efficiently according to the established protocols.

5.2.7. Business Opportunities

GP Pharm will strive to better meet the expectations of its customers and will make every effort to anticipate their needs. We promote GP Pharm products in an ethical objective balanced and unambiguous manner. GP Pharm is prepared to compete successfully in today's world and will always do so in full compliance with all applicable antitrust competition and fair trade laws.

5.3. Relations with suppliers and other collaborators

5.3.1. Selection of suppliers and other collaborators

In awarding suppliers GP Pharm and its employees must consider factors such as the need for the goods or services total costs quality and reliability. The selection of suppliers will be made with criteria of transparency objectivity impartiality and free concurrence in such a way as to guarantee the quality of the good acquired or the service rendered and the best economic conditions especially valuing the technical and financial solvency of the supplier and the experience of previous relationships and avoiding any conflict of interest or favoritism in the choice. Seek and select only suppliers with business practices that respect human dignity do not violate the law and do not jeopardize the company's reputation.

5.3.2. Relationship with suppliers

Relate with suppliers of goods and services in an ethical lawful and respectful manner. Prices and information submitted by suppliers and providers in a selection process will be treated confidentially.

5.3.3. Independence

GP Pharm will ensure that the personal interests of its employees do not influence the supplier selection process.

5.3.4. Gifts presents and favors

GP Pharm and its employees may not solicit or accept directly or indirectly gifts or presents favors or compensation in cash or in kind whatever their nature that may influence the decision-making process related to the development of the functions derived from their position.

5.4. Human resources

5.4.1. Recruitment of personnel and career advancement

GP Pharm considers its professional team as the main asset of the company so it promotes equal opportunities for the development of their professional career. The selection hiring and professional career of its employees will be based on merit capacity and the development of their functions with an open attitude to diversity and with the aim of identifying the most suitable people with the profile and needs of the place to be covered. GP Pharm is committed to respecting human rights and individual freedoms and therefore does not accept child labor or forced or compulsory labor. The provision of labor or professional services on their own account or on behalf of others to entities other than GP Pharm including academic activities must be reported to the Human Resources Department. The salary received by employees is in accordance with the function they perform always respecting their own labor agreement.

5.4.2. Training

GP Pharm is committed to maintain an investment policy for the learning and professional training of its employees. GP Pharm will promote the continuous training of its professionals in an objective manner and according to the needs of the company at all times always favoring the development of professional careers and equal opportunities.

5.4.3. Gender equality

Any type of conduct that directly or indirectly involves any type of discrimination abuse hostility or offense against people because of their ideology religion or beliefs membership of an ethnic group race or nation gender sexual orientation family situation illness or disability for holding the legal or union representation of workers or for being related to other employees of the company will not be allowed.

5.4.4. Occupational Health and Safety

GP Pharm considers the well-being and health of its employees to be important elements of its success and will actively work to eliminate health risks and create a safe work environment. GP Pharm wants to ensure health and safety at work adopting all reasonable measures to maximize the prevention of occupational hazards. To achieve this the company will provide its employees with a safe and stable environment will keep the occupational risk prevention measures up to date and will scrupulously respect the applicable regulations in this area in all places where business activities are carried out. All employees are responsible for observing strict compliance with health and safety standards in order to protect themselves other employees third parties and to prevent damage to property or the environment.

5.4.5. Ethical integrity

GP Pharm will not accept and prohibits any action that implies or favors the establishment of a climate of aggressiveness or intimidation especially with regard to behaviors of physical sexual psychological or verbal harassment or abuse of its employees as well as any other behavior that may generate an intimidating offensive or hostile work environment. GP Pharm will respect and protect the privacy of the people (employees customers and collaborators) who in their relationship provide it with personal data or confidential information.

5.5. Relations with public agencies

5.5.1. Legality and integrity in our relations with public organisms

Relations with the authorities regulatory agencies and public administrations will be based on the principles of honesty integrity cooperation and transparency with special attention to strict compliance with anti-corruption and anti-bribery legislation and regulations. GP Pharm undertakes to make careful and efficient use of any public funds it may receive avoiding any improper use or use contrary to the general interest. The use of the funds will be solely for the development of GP Pharm's activity guaranteeing a responsible and austere use.

5.5.2. Gifts presents and favors

The general principle that must govern the behavior of GP Pharm professionals is that no employee may request or accept from public institutions or companies directly or indirectly gifts presents favors or compensation in cash or in kind whatever their nature.

5.5.3. Political parties

The use of GP Pharm's resources and the making of donations or financial contributions to support political activities politicians or electoral candidates (either directly or indirectly and at a local national or international level) is prohibited.

5.5.4. Competition law and regulatory agencies

All GP Pharm personnel will cooperate with administrative and judicial authorities in inspections and investigations related to the company and will provide evidence as requested. GP Pharm will assume the resolutions resulting from such inspections.

5.6. Employee relations

Communications made to the Ethics Committee shall be protected by an obligation of secrecy of the persons involved. GP Pharm will respect the labor rights of its employees not imposing labor or Social Security conditions that prejudice suppress or restrict the rights that workers have recognized by law collective bargaining agreements or individual contracts. The company shall supervise as far as possible that subcontractors also comply with these legal requirements. Weekly working hours and overtime shall not exceed the legal limit established by law.

5.6.1. Conflicts of interest

GP Pharm employees must avoid situations that may involve a conflict between their personal interests and those of the company. All employees who have executive managerial or supervisory responsibilities must ensure that actions and decisions taken within their scope of responsibility are free from influence that could reasonably be considered a conflict of interest with the company.

5.6.2. Performance of other activities

GP Pharm acknowledges that employees may in accordance with their employment contract engage in legitimate financial business or other activities outside of their GP Pharm workplaces provided that these activities do not create actual or apparent conflicts of interest or promote unfair competition or diminish the expected effectiveness of their duties. Employees may not take advantage of business opportunities that are of interest to GP Pharm for their own benefit or for the benefit of their related persons. For these purposes business opportunities are considered to be those transactions of which the employee has become aware as a result of his/her professional activity at GP Pharm when the transaction has been offered to GP Pharm or GP Pharm has an interest in it.

5.6.3. Use of company goods and services

GP Pharm employees will use the company's goods and services efficiently and will not use them for their own benefit. All employees shall endeavor to protect GP Pharm's assets against loss damage misuse theft fraud misappropriation and destruction. These obligations cover both tangible and intangible assets including trademarks know-how confidential or proprietary information or computer systems. In this regard GP Pharm employees may under no circumstances use the equipment made available to them by GP Pharm to install or download programs applications or content whose use is illegal which contravene the company's rules or which may damage its reputation. GP Pharm's funds or cards shall not be used to pay for services that are not part of its professional activity. Employees should be aware that the documents and data contained in GP Pharm's information technology systems and equipment are the property of the company and may be subject to review by the competent persons of the company or by third parties designated by the company when deemed necessary and permitted by the regulations in force.

5.6.4. Confidentiality of information and personal data protection

GP Pharm personnel have an obligation to protect the information and knowledge generated within the organization owned or guarded by them. Some of the company's records reports documents devices processes and methods that are not in the public domain are considered by the company to be secret or confidential and disclosure of this information is prohibited without express written authorization. Employees shall refrain from using for their own benefit any data information or document obtained during the exercise of their professional activity as well as from taking out any type of information that is not intended exclusively for professional use. Nor shall they communicate it to third parties except in compliance with the applicable regulations or when expressly authorized to do so. Likewise they shall not use data information or documents of a confidential nature from a third company without written authorization. At the end of the work or professional obligation the employee must return to GP Pharm the reserved confidential or privileged information in her/his possession in whatever storage medium including the information in her/his computer terminal with the duty of confidentiality subsisting in any case. GP Pharm personnel shall respect the personal and family privacy of all persons whether employees or others to whose data they have access. In the collection of personal data from customers employees contractors or any person or entity with whom a contractual or other relationship exists all GP Pharm personnel are committed to the use of the data in accordance with the purpose authorized by the consenter. Employees shall communicate to the corresponding department or area any incident they detect related to the confidentiality of information or the protection of personal data.

5.6.5. Protection of Intellectual and Industrial Property

GP Pharm is committed to the protection of its own and others' intellectual and industrial property. This includes among others copyrights patents trademarks invention models domain names reproduction rights design rights industrial designs database extraction and know-how rights. The total or partial copying or reproduction of immaterial assets of third parties nor the total or partial transformation or modification importation or destruction of these assets without prior written authorization is not permitted. The intellectual and industrial property produced by the work of the employees during their permanence in the entity using company media and as a development of their activity will be the property of GP Pharm. Employees may only make use of goods protected by intellectual property rights for which the company has assigned the use paid a license or are classified as free to use. Thus employees are prohibited from copying publishing reproducing storing or making available to third parties goods protected by the intellectual property rights of which the company has not assigned the use does not pay a license or are not classified as free to use.

5.6.6. Ethics in financial reporting

All transactions with economic significance carried out by the company shall be clearly and accurately recorded in appropriate accounting records that represent a true and fair view of the transactions carried out and shall be available to internal and external auditors. GP Pharm employees shall enter financial information into the company's systems in a complete clear and accurate manner so that it reflects as of the relevant date their rights and obligations in accordance with applicable regulations. GP Pharm undertakes to implement and maintain an adequate internal control system over the preparation of financial information ensuring periodic monitoring of its effectiveness. The economic-financial information of the entity shall faithfully reflect its economic financial and equity reality in accordance with generally accepted accounting principles. It shall submit its annual accounts to an external audit without prejudice to compliance with its legal obligations. Records and other documents will be maintained in accordance with existing legal regulatory or contractual requirements. GP Pharm prohibits any employee from altering or destroying records except as authorized by its policy or guidelines.

6. Entry into force of the code of conduct interpretation and follow-up

Regulatory compliance is a necessary presupposition of this Code. All GP Pharm employees must comply with the applicable legislation. GP Pharm is committed to provide the necessary means for its employees to know and understand the internal regulations necessary for the exercise of their responsibilities. The code will be made available to all employees and will be the subject of appropriate communication training and awareness-raising activities to ensure that it is properly understood and implemented throughout the company.

7. Reports of infractions

All employees have the right and duty to report breaches of this code by other employees or collaborators. The report must be made by e-mail to the ethics channel: etica@bcncorp.com. The whistleblower must identify himself/herself provide a description of the facts that are the subject of the complaint and the Ethics Committee guarantees at all times the confidentiality of the identity of the whistleblower.

8. Ethics Committee

Ethics Committee composed of a representative of the Human Resources department the CEO of the company and a representative of the ownership. The Ethics Committee may act on its own initiative or at the request of any GP Pharm employee a supplier or a third party with a direct relationship and legitimate business or professional interest by means of a complaint made in good faith. The Ethics Committee reports hierarchically to the Board of Directors and has the following basic functions:

  • Monitoring compliance and internal dissemination of the code to all GP Pharm personnel.
  • Receipt of all types of documents related to the application of the code and their referral if necessary to the appropriate department of the company for processing and resolution.
  • Control and supervision of the processing of the files and their resolution.
  • The interpretation of the doubts raised by the application of the code.
  • The proposal to the Board of Directors of all clarifications and development norms required for the application of the code.
  • Supervision of the ethical channel and compliance with its procedures.

In the exercise of its functions the Ethics Committee guarantees:

  • The confidentiality of the identity of the complainants unless the law or court order requires the information to be sent.
  • The investigation of a procedure appropriate to the circumstances of the case which will always act independently and with full respect for the right to a hearing and the presumption of innocence of any person affected.
  • The indemnity of any complainant as a result of the filing of requests or complaints in good faith.

9. Updating and compliance with the code

GP Pharm will promote among its suppliers contractors and collaborating companies the knowledge of this Code of Ethics and the adoption of behavioral guidelines aligned with it. In case of non-compliance with the code GP Pharm has an ethical channel that allows any person related to GP Pharm to report any irregularity that in their opinion involves a violation of the code.

10. Disciplinary regime

Non-compliance with this Code as well as with GP Pharm's internal regulations (policies protocols and procedures) will be sanctioned according to the criteria of the Ethics Committee and if necessary in accordance with the Workers' Statute and the General Collective Bargaining Agreement for the chemical industry.

Sant Quintí de Mediona February 2021