FAIRMAT S.R.L. is a company that operates primarily in the RegTech (Regulatory Technology) market: a field that involves the management of regulatory processes in the financial sector through the use of new technologies, with the aim of automating them and making them more efficient.
Through its software solutions, Fairmat supports insurance companies, banks, and asset management firms in meeting business requirements—primarily of a regulatory nature—by streamlining their internal processes.
FAIRMAT S.R.L. adopts this “Code of Ethics and Conduct” in the belief that the rules set forth herein serve as a valid guide for all recipients (directors, employees, and contractors) and as an incentive to increase the company’s value, including from an ethical and non-financial perspective.
The “Code of Ethics and Conduct” constitutes a set of guidelines and rules of conduct deemed of primary importance for the achievement of the company’s objectives.
The principles and provisions of the Code are binding on Directors, on all persons employed by FAIRMAT S.R.L. (“Employees”), and on all those who work for the Company, regardless of the nature of their relationship with it, including temporary arrangements (“Contractors”). Directors, Employees, and Collaborators are hereinafter collectively referred to as “Recipients.”
Together, these rules set forth the obligations of diligence, fairness, and loyalty.
The Company is committed to ensuring that all Recipients have access to the contents of this Code, providing an adequate training program, and further commits to not entering into or continuing any relationship with anyone who does not intend to align with the principles of this Code. Recipients are required to be familiar with the contents of this Code and to comply with it.
In conducting its business, the Company, with reference to its specific function, must adhere to the following principles:
a) Fairness and Honesty. The Company conducts its business with fairness and honesty. All individuals who directly or indirectly perform any activity for the Company or on its behalf are required to act in accordance with these principles. Fraudulent practices and conduct, acts of corruption, favoritism, and, more generally, conduct contrary to the law, industry regulations, and internal regulations in force in all countries where the Company operates are prohibited. In particular, any action that, with the intent of benefiting oneself or the Company, could even be interpreted as going beyond normal commercial practices or courtesies is prohibited. The Recipient is required to possess the professional, scientific, and moral qualifications required by the Company to fulfill their duties in accordance with the principles of Fairness and Honesty set forth above.
b) Cooperation The Company recognizes cooperation as a fundamental value and is committed to fostering, in every aspect of its operations, attitudes characterized by collaboration, dialogue, and the sharing of expertise. The Company believes that synergistic work among individuals, while respecting roles and responsibilities, promotes the achievement of shared goals and the development of an inclusive and responsible work environment.
c) Compliance with Laws The Company considers compliance with applicable laws and regulations in all countries where it operates to be an indispensable principle. Recipients must perform their duties in full compliance with the relevant regulatory framework. Recipients are prohibited from engaging in any conduct that could constitute any type of criminal offense, particularly those covered by Legislative Decree 231/01 and subsequent amendments and additions. Recipients are required to have no criminal convictions—even if not final—nor to be aware of any investigations regarding offenses related to their profession or, more generally, offenses that may concern the Company’s business activities and its relations with public administrations.
d) Compliance with Company Policies. The Company establishes and disseminates company policies within its organization in full compliance with workers’ rights, applicable regulations, and the relevant collective bargaining agreement. All Recipients must familiarize themselves with and comply with these requirements in accordance with their respective duties and responsibilities.
e) Sustainability. The Company is committed to planning and implementing, in every sector of its operations, decisions capable of ensuring the achievement of its objectives without compromising, in the long term, the goals of balanced well-being for the community and environmental conservation. In adopting this approach, the Company intends to take into account not only environmental considerations but also economic and social factors, recognizing that progress and well-being are genuine only when their preservation can be guaranteed for future generations as well.
Within the scope of the Company’s activities, adherence to hierarchical criteria—as defined by the resolutions of the Board of Directors and, for employees, by the positions they hold—is considered of paramount importance.
Employees shall perform their work and duties in compliance with all regulations, with diligence, professionalism, efficiency, and integrity, making the best use of the tools and time available to them and assuming responsibility for their actions and/or omissions.
All Recipients undertake to responsibly protect the company assets entrusted to them (including devices, IT tools, and digital resources), using them with care and attention and helping to prevent their loss, damage, tampering, theft, or misuse.
In their daily work, Recipients shall conduct themselves in a proper and transparent manner when using company systems and communication channels (telephone, email, the Internet, and the Intranet), in compliance with applicable laws and internal policies. Everyone is required to safeguard the integrity and confidentiality of information by protecting credentials and access, preventing any unauthorized disclosure of company or personal data, and promptly reporting unusual situations or potential incidents.
Information generated, processed, or stored through company systems constitutes the Company’s assets and must be managed with care, in accordance with the applicable authorization levels and security measures, including those related to the controls and safeguards adopted for browsing and accessing online resources.
Every operation and transaction must be properly recorded, authorized, verifiable, legitimate, consistent, and appropriate. For each operation, there must be adequate documentation to allow, at any time, the performance of checks that verify the characteristics and reasons for the operation and identify who authorized, carried out, recorded, and verified the operation.
In carrying out their activities, the Recipients must pursue solely and exclusively the interests of the Group Companies, avoiding situations that give rise to conflicts of interest.
Conflicts of interest refer to situations in which an interest other than that of the company is pursued, or activities are carried out that may prevent decisions from being made in the exclusive interest of the company, or, furthermore, through which one personally benefits from the company’s business opportunities, or in which representatives of customers, suppliers, public institutions, or public officials or public service employees act in a manner inconsistent with the fiduciary duties associated with their position.
By way of example, but not limited to, the following constitute conflicts of interest:
The Recipients shall ensure the utmost confidentiality regarding news and information constituting the company’s assets or pertaining to the company’s business, in compliance with legal provisions, applicable regulations, and internal procedures.
All transactions and operations carried out must be properly recorded, and it must be possible to verify the decision-making, authorization, and execution processes. For each transaction, there must be adequate supporting documentation so that checks can be performed at any time to verify the characteristics and rationale of the transaction and identify who authorized, executed, recorded, and verified the transaction.
The Company places primary value on human resources, believing that the main factor in the success of any business is the professional contribution of the people who work there, within a framework of loyalty and mutual trust.
The Company safeguards health and safety in the workplace, which it considers fundamental to the conduct of its business activities. This policy is set forth in the document “Company Policy on Worker Health and Safety” (and subsequent additions and amendments), which is available for review at the Company’s offices. The Company is committed to pursuing the objectives of improving worker health and safety as an integral part of its operations and as a strategic commitment aligned with the Company’s broader goals, by making available human, instrumental, and financial resources.
The management of employment relationships is geared toward fostering the professional growth of employees through individual and group training programs and coaching.
The hiring of personnel must be carried out in accordance with applicable laws and regulations and solely on the basis of proven professional qualifications.
In its dealings with employees and in the conduct of all its activities, the Company refrains from any discrimination based on age, gender, sexual orientation, health status, ethnicity, nationality, or political and religious beliefs toward all those with whom it interacts. The Company respects individual rights, upholds their observance, and acts in accordance with the principles established by the International Labour Organization.
The Company condemns all forms of violence or harassment in the workplace and is committed to implementing all measures necessary to prevent such conduct.
In carrying out its specific activities, the Company commits to:
The Company guarantees that it processes personal and sensitive information in its possession regarding employees, business partners, customers, and suppliers in full compliance with applicable regulations; to this end, it implements appropriate measures to safeguard the confidentiality of data and ensure its proper processing. The Company ensures the utmost protection of the information and data in its possession, committing to use such information only within the limits set forth by current regulations.
The Company maintains relationships of loyal cooperation with all public institutions, respecting the autonomy of each and in full compliance with applicable regulations.
Relations with the Public Administration and public employees must comply with the following principles:
The Recipient is required not to hold any positions with public administrations or public or private entities that may be incompatible with the role assumed with the Company.
In carrying out communications and reporting, the Company guarantees the completeness and integrity of the information and the objectivity of the assessments, ensuring that the required obligations are fulfilled in a timely manner.
Relationships with suppliers of goods and services must be conducted with the utmost integrity, taking into account exclusively the Company’s interests. The selection of suppliers, the determination of purchase terms, and the continuation of the business relationship are based on an objective assessment of quality, price, and the ability to consistently provide and guarantee services of an adequate standard over time, as well as compliance with regulations protecting workplace health and safety and the prohibition of illegal intermediation or labor exploitation.
Employees may not accept gifts, gratuities, or other benefits that go beyond normal courtesies. Any employee who receives a gift or other form of benefit not directly attributable to normal courtesies must take all appropriate steps to refuse such a gift or benefit and inform their supervisor.
The Company supports social, cultural, and educational initiatives aimed at personal development and the promotion of historical and cultural awareness.
The Company does not provide contributions, benefits, or other advantages to political parties or labor unions, nor to their representatives or candidates.
The Company is committed to informing all stakeholders of the provisions of the Code to ensure their compliance.
In particular, the Company ensures, including through the designation of specific internal functions:
Each employee will be made aware of the provisions contained in this Code by being provided with a copy, for which they will issue a written receipt. Formal acceptance of the provisions of this Code may be requested by the relevant departments from the other Recipients of the Code.
Fairmat adopts and uses Artificial Intelligence solutions in a conscious, ethical manner that complies with applicable regulations, employing a risk-based approach focused on protecting people, customers, and the organization. The use of AI does not replace human responsibility: every significant application is subject to supervision, control, and validation by competent and adequately trained individuals.
In particular, Fairmat is committed to:
Any non-compliant use, incidents, anomalies, or interpretive doubts must be reported promptly through the designated internal channels.
This Code of Ethics is an integral part of the Organizational Model pursuant to Legislative Decree 231/01 adopted by the Company, and as such is subject to review by the Supervisory Body. Any non-compliance detected—whether by senior management, employees under the supervision of others, or any other Recipient—will result in the application of the disciplinary measures provided for in the Model, including termination for just cause of existing employment relationships.
The Code of Ethics and Conduct will be reviewed periodically, both in light of new legislation and in response to events that affect the Company’s operations and/or its internal organization.
Proposed amendments will be submitted to the Board of Directors for the necessary approval.