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This Code aims to establish a set of principles, values, and rules regarding professional ethics, considering the criminal norms related to corruption and associated offenses within the LASA GROUP, which consists of the companies Armando da Silva Antunes S.A., Fiação Armando da Silva Antunes, and Luzmonte 2 Têxteis S.A.

WHO THE ANTI-CORRUPTION CODE OF CONDUCT APPLIES TO

This Code applies to all employees of the LASA GROUP, including members of corporate bodies, consultants, directors, and all other employees, regardless of their type of contract or hierarchical position, as well as all individuals acting on behalf of the LASA GROUP.

FUNDAMENTAL OBJECTIVES

The LASA GROUP absolutely repudiates any conduct that, directly or indirectly, may be related to acts of corruption in any form, including extortion and bribery, ensuring that its actions comply with the law.

In this context, the Board of Directors has approved an anti-corruption policy, an essential tool to prevent both the LASA GROUP and the entities it interacts with from engaging in practices that violate the law, ethical principles, and conduct standards.

The objectives of this policy, reflected in this Code, include, among others:

  • Informing employees, clients, public entities, suppliers, and the general community about the principles, values, and rules that should guide their actions, considering criminal norms related to corruption, associated offenses, and the risks of exposure to these crimes;
  • Fostering growing trust among employees, clients, and suppliers, reinforcing the identity elements of the LASA GROUP culture;
  • Clarifying to employees the conduct rules they must observe in their decisions, behaviors, and attitudes, both in their mutual relationships and in their dealings with third parties on behalf of the LASA GROUP;
  • Ensuring that the LASA GROUP fulfills its supervisory and control duties by establishing appropriate measures to prevent and reduce the risk of corruption crimes and exercising vigilance to avoid misconduct that could lead to corporate criminal liability;
  • Identifying the sanctions applicable in cases of non-compliance with conduct rules.

MONITORING CODE IMPLEMENTATION

The Compliance Officer (CO) is appointed by the Board of Directors of the LASA GROUP and is responsible for implementing, operating, and ensuring compliance with the anti-corruption management system. The CO is also responsible for monitoring this Code, interpreting and clarifying doubts, and taking appropriate measures to address and mitigate actions or omissions that may constitute corruption.

Any employee may contact the Compliance Officer via email at rgpc@lasanet.pt for clarification on a specific situation or any matter related to this Code or the anti-corruption management system.

To report corruption or any irregularities violating this Code, the designated whistleblowing channel available on the LASA GROUP website should be used.

ANTI-BRIBERY AND ANTI-CORRUPTION PRINCIPLES AND RULES

The principles and rules contained in the law and this Code prohibit any form of bribery or corruption, whether active or passive, including facilitation payments or attempts to create, maintain, or promise irregular or preferential situations.

It is strictly forbidden to offer, make, or authorize an improper payment (in cash or any other form) to anyone, including any local or foreign authority anywhere in the world.

Similarly, offering or accepting money or anything of value, such as gifts, tips, or commissions related to business or contract awards, or to obtain or provide a level of service not normally entitled, is prohibited.

INDEPENDENCE, CONFLICT OF INTEREST, AND PERSONAL RELATIONSHIPS

LASA GROUP employees must perform their duties independently, avoiding situations that could compromise the company’s impartiality and integrity.

Employees must not engage in decision-making processes involving organizations with which they have collaborated or individuals with whom they have or have had personal or familial relationships.

If they cannot refrain from participating in such processes, they must inform the LASA GROUP about these situations.

Employees must also avoid participating in organizations whose activities could conflict with their duties at the LASA GROUP.

Any family or close personal relationships between two employees at the LASA GROUP must be disclosed via a conflict-of-interest declaration, allowing the company to determine if project assignments need to be adjusted to avoid potential conflicts of interest.

GIFTS, ENTERTAINMENT, TRAVEL, AND HOSPITALITY

The offering of gifts, entertainment, travel, and hospitality must undergo rigorous suitability analysis to ensure they are not perceived as indirect corruption attempts and must comply with the following rules:

  • The gift must be requested from the Board of Directors with proper justification;
  • Approval must be recorded in meeting minutes.

It is strictly prohibited to accept any gifts or benefits intended to influence an employee into failing their obligations or unduly favoring a person or entity in business dealings.

Specific acceptance criteria apply when the gift does not influence obligations or grant undue advantages, including:

  • Gifts exceeding an annual total value of €150 (or equivalent in another currency) from a single entity must not be accepted;
  • Repeated gifts from the same individual or entity over a 12-month period are subject to the same limit;
  • Gifts must be voluntary, unsought, and should not create expectations of reciprocity;
  • Gifts should align with customary festive or personal occasions (e.g., Christmas, Easter, birthdays) and must be appropriate and proportionate;
  • Gifts should be received at the workplace, not at the employee’s residence;
  • Gifts valued above €100 must be reported to the Compliance Officer;
  • The restriction does not apply to work-related gifts, such as travel, meals, accommodation, or events, as long as they are pre-approved by the Board of Directors;
  • It is strictly prohibited to accept gifts from entities involved in procurement or contract awarding processes;
  • The acceptance of cash, checks, or similar monetary gifts is forbidden;
  • Offering gifts to public officials is strictly prohibited;
  • Institutional gifts that cannot be refused must be surrendered to the LASA GROUP for appropriate use, such as donations to social institutions.

BRIBERY, INFLUENCE PEDDLING, AND FORGERY

It is strictly forbidden to obtain any advantage through improper means.

All duties must be performed in strict compliance with anti-corruption legislation and regulations.

Any solicitation to engage in bribery, influence peddling, or forgery must be immediately reported to the LASA GROUP at rgpc@lasanet.pt.

COERCION AND NON-DISCRIMINATION

Any form of coercion, including moral or sexual harassment or bullying, is not tolerated.

Discrimination based on race, religion, gender, sexual orientation, ancestry, age, language, origin, political or ideological beliefs, economic situation, or social background is strictly prohibited.

THE IMPORTANCE OF REPORTING

The LASA GROUP encourages a culture of open communication regarding ethics and compliance and supports the reporting of potential ethical violations.

Reporting knowledge or suspicion of behaviors that violate this Code is a duty of every employee.

REPORTING AND INVESTIGATION

Upon receiving reports of violations, the Compliance Officer and the Legal Department will investigate and determine appropriate measures.

Investigations may include:

  • Interviews with the reporting and accused parties;
  • Other necessary inquiries;
  • Respect for the accused party’s fundamental rights, including privacy and defense against false accusations.

NO RETALIATION

The LASA GROUP does not tolerate any form of retaliation against individuals who report violations in good faith.

CONSEQUENCES OF CODE VIOLATION

Non-compliance with this Code may result in disciplinary actions, including termination, as well as civil, administrative, or criminal liability.

EFFECTIVE DATE

This Code takes effect on February 1, 2025, and will be reviewed every three years or as necessary.