Code of Conduct

Respect for a person’s dignity is, in all circumstances, an inalienable principle of interpersonal relations within the Spherea Group. We do not tolerate discrimination based on personal traits (race, sex, religion, nationality, public opinion, sexual orientation, social origin, age or physical or mental disability).

Each person shall treat others with respect. The Group advocates an environment where employees can express their views freely, professionally and constructively.

We strictly prohibit any physical, psychological, visual or verbal harassment in the workplace.

The health, safety and protection of persons is a primary objective for the Spherea Group as it undertakes to comply with the highest standards of health, safety and hygiene at work.

Each employee shall be familiar with all internal health and safety policies and procedures and apply them, including during business travel.

The Spherea Group also strives to uphold health and safety principles in its relations with customers, suppliers and partners.

With regard to employee personal data protection, the Spherea Group undertakes to use the collected data per national legislation on employee data protection. As such, access to personal data shall be limited to persons whose functions and responsibilities require access to such data. The Spherea Group does not communicate any personal information to third parties unless necessary and only if required by law and the regulations in force.

1. Sustainable business relationships

The Spherea Group creates genuine, lasting relationships with its customers, suppliers and partners based on listening and a mutual commitment to collaboration. These relationships give rise to a paper trail and, as such, do not hide anything, even if the distribution of such documents may be restricted.

The Group pushes for compliance with quality, lead time, safety and expected performance commitments to ensure the sustainability of the commercial relationship.

 

2. Corruption prevention 

Corruption is illegal, hampers innovation and negatively affects the working environment.

In the course of its activities, the Spherea Group complies with national and international anti-corruption legislation. The Spherea Group is committed to the highest degree of probity when conducting its business, doing so with integrity and transparency. Furthermore, the Group condemns all forms of corruption.

No Spherea Group employee may engage in corrupt public or private practices.

The Spherea Group does not tolerate any form of corruption or influence peddling.

The Spherea Group refuses facilitation payments and does not authorise anyone to make them on its behalf.

The Spherea Group will not call on a third party to carry out any task that it could not undertake itself in an ethical or legal manner.

 

3. Gifts and gratuities

Gestures of goodwill, such as gifts and hospitality offered to or received from customers, suppliers and other partners, are frequent in commercial relations and are signs of courtesy and appreciation. Nevertheless, these gestures shall reflect normal business relationships. Under no circumstances may they influence a commercial decision or give the impression of doing so.

Employees, partners and suppliers, as well as any third party acting for the Spherea Group, shall refrain from offering or accepting gifts or gratuities of any kind if such gifts could be perceived as having an improper influence on the decisions of the recipient.

“Gifts and gratuities” include material goods and services.

Nevertheless, this Code authorises gifts or gratuities within the framework of reasonable and appropriate trade, not designed to influence normal decision-making. As such, company gifts such as an occasional meal and certain social, sports and cultural hospitality may be accepted.

Corporate gifts may also be offered to customers, prospective customers or partners, as well as promotional material referring to the Spherea Group, and hospitality, in accordance with the laws and practices in force in the country in question.

However, employees shall not under any circumstances offer gifts or hospitality to customers or business partners that may compromise their missions as a Spherea brand ambassador or the Spherea Group’s ethical values.

In all cases, employees shall inform their line manager.

 

4. Conflicts of interest

A conflict of interest is a situation in which the employee’s personal interests may affect Spherea Group interests.

When performing their duties, employees shall avoid conflicts of interest, both real and apparent. Employees shall undertake not to derive any personal benefit to the detriment of Spherea Group interests.

There are many instances of conflicts of interest. They can arise particularly when an employee with a decision-making role for a project is also directly or indirectly involved as a shareholder in the target company or has personal relations with the company’s decision-makers. In the event of a conflict of interest, employees shall inform their line manager and be fully transparent about the situation.

 

5. Money laundering / Tax Evasion

Money laundering is a process consisting in concealing the origin of funds from illegal activities.

The Spherea Group undertakes to comply with all laws governing money laundering and the financing of terrorism and to only accept funds from legitimate sources.

The Spherea Group only has relationships with customers, suppliers and partners carrying out lawful business. It also undertakes to refuse any contract that could encourage or facilitate tax evasion by its suppliers, customers or third-party companies.

Each employee shall be alert as to how payments are made to detect any irregularities.

 

6. Anticompetitive practices

Spherea Group employees, partners and suppliers shall refrain from substantially or unduly restricting competition on the market and obtaining competitor information through illegal and unethical means.

As part of a country’s national security projects for the government, the Ministry of Defence, the Ministry of the Economy or similar bodies, employees undertake to process classified information in accordance with the laws, directives and processes that apply.

If an employee believes that they have received or used proprietary or confidential data, they shall contact the Legal Department as soon as possible.

 

7. Fraud and deception

Spherea Group employees, partners and suppliers shall not seek to derive any benefit of any kind by acting fraudulently, deceiving people, making false declarations, or allowing anyone to do so. These acts include fraud or theft from the company, a customer or a third party, as well as any type of misappropriation of property.

 

8. Export control 

Spherea Group employees shall make sure that the export control laws applicable in the country concerned will be applied and respected before agreeing to work or negotiate with a new third party and exporting or re- exporting materials and/or equipment.

The Spherea Group shall be attentive to exports or imports to a country subject to an embargo or restrictions. Each Spherea Group employee shall contact the export-control department for export or export-related operations to take all necessary measures.

Any violation and non-compliance with the applicable export control provisions may be subject to severe penalties that will be applied in accordance with the local mechanisms in force.

 

9. Modern slavery, human trafficking, child labour and conflict minerals

The Spherea Group undertakes to prohibit the recourse to modern slavery, human trafficking, child labour and conflict minerals.

The Spherea Group will not support or deal with any company involved in such activities.

An appropriate level of control will be implemented continuously.

The Spherea Group will ensure compliance with the regulations that apply in the countries in which it  operates  and  will  guarantee transparency within its organization.

10. Customers/suppliers/partners and interested parties

The Spherea Group is committed to meeting the needs of its customers and undertakes to provide quality products and services. Employees shall behave ethically in their relations with customers. The information exchanged is often confidential. Therefore, employees undertake to observe the data security and confidentiality rules in force within the Group. Suppliers, partners and interested parties are made aware of this Code. Consequently, they undertake to comply with the Code when manufacturing products or providing services that tie them to the Spherea Group.

The requirements in the Code of Ethics and Conduct are passed on to the Suppliers via the document “Charte éthique et développement durable pour les fournisseurs de Spherea référence 394-21-0001” (Sustainable development and ethics charter for Spherea suppliers ref. 394-21-0001).

The Spherea Group is committed to safeguarding human rights, tackling modern slavery, and the fight against illegal child labour. The Group’s supplier or customer approval process takes this aspect into account through investigations and a prior internal validation system.

The Spherea Group will not have any relations with companies known to be involved in human rights violations.

The Spherea Group ensures that internal control procedures are followed when drawing up its financial documents so as not to deceive internal or external readers or conceal any illegal activity.

In accordance with the regulations in force in the country concerned, Spherea Group employees undertake to create precise records and not modify any records so as not to conceal or misrepresent commercial transactions. Regardless of the format, all records created or received as proof of a commercial transaction shall fully and precisely represent the documented transaction or event. The records shall be kept according to the applicable document retention requirements and will be presented if there is an audit within a reasonable time frame.

The Spherea Group is responsible for recording, retaining and reporting financial information sent to administrations, shareholders and other parties. The records and financial statements shall be genuine and comply with the laws, regulations and standards in force to provide complete, regular information.

A security policy is in place that applies to the entire Spherea Group to protect assets, premises, staff, visitors, data, information systems, and telecommunications networks against hostile acts and competitors. Each person shall handle all goods entrusted to them in a professional manner and in line with Spherea Group objectives.

Spherea Group computers, data and means of communication shall be used in a secure, ethical, legal and productive manner to facilitate the fulfilment of its professional responsibilities.

Access to confidential information shall only be on a “need-to-know” basis. This information may only be communicated to officially authorised colleagues or third parties who need it for lawful, professional purposes or when required by law.

Due to the nature of its products, the Spherea Group handles classified information. The regulations governing the processing of this type of information are very strict and require specific authorisations according to the sensitivity of said information.

Any exchange or forwarding of classified information shall comply strictly with the applicable security procedures.

Customers, Suppliers, Partners and interested parties often entrust the Spherea Group with their confidential information. Therefore, it shall be processed in accordance with their conditions of disclosure and in strict compliance with all applicable laws and regulations.

No confidential information may be accepted or requested if the owner of this information has not consented to its transfer. The legal advisor shall be informed immediately if confidential information about third parties is received without authorisation.

Spherea Group’s reputation and image are incredibly important assets, and upholding and protecting them is crucial.

Before providing a third party with any information about the Spherea Group, each person shall ensure such information can be communicated or disclosed, that it is not confidential, and is not detrimental to Spherea Group interests.

Any information communicated about the Spherea Group shall comply with the applicable internal procedures implemented.

All public declarations concerning the Spherea Group shall be approved by the relevant persons within the Spherea Group.

Spherea Group employees are not entitled to engage in social media activities on behalf of the Spherea Group without prior authorisation.

The Spherea Group always carries out its activities with respect for the environment.

The Spherea Group has implemented a suitable health, safety and environment management system and promotes awareness of these policies among its employees.

One of Spherea Group’s priorities is to place people and the environment at the heart of its concerns to ensure the sustainability of activities.

The Spherea Group makes every effort to ensure the safety of all its employees.

The Spherea Group ensures that all Spherea Group subsidiaries and entities, each employee, and its customers and suppliers worldwide share these commitments, undertaken within the framework of its corporate social responsibility.

Spherea Group partners, subcontractors and suppliers shall take the appropriate measures to comply with the health, safety and environment requirements laid down in this Code that apply in accordance with the local laws and provisions in force.

The Code of Ethics and Conduct applies to all Spherea Group employees, regardless of their functions and geographic sites. It reflects the values, policies and expectations relating to the standard conduct of Spherea Group activities.

Each employee is responsible for ensuring that their conduct and that of their teams comply with the Code on all levels.

It is also important that all service managers create a positive working environment and encourage their employees to communicate openly.

All Spherea Group employees are encouraged to raise their concerns with their manager, the human resources department, the legal department or their Group line management contact.

Moreover, any Spherea Group employee can report a breach of the Code to the legal department or by email ethic@Spherea.com, as described in the applicable alert procedure.

In accordance with the legal requirements, the notification procedure guarantees that the following information remains strictly confidential: the identity of the person(s) raising the alert, the people concerned by it, and the information collected by all the recipients of the alert.

In accordance with the legal requirements, the Code of Ethics and Conduct is incorporated into the internal regulations of Spherea Group companies.