Reputation and corporate responsibility

1. OBJECTIVE

The purpose of the Barcelona Beer Company’s Code of Ethics is to establish the guidelines that must govern the ethical behavior of all its administrators and employees in their daily performance, with regard to the relationships and interactions it maintains with all its stakeholders. These are its own employees, customers, suppliers and external collaborators, shareholders, public and private institutions and society in general.

This code of ethics is based on the definition of the Mission, Vision, Values and Principles of Barcelona Beer Company, which it complements, and constitutes a guide for action to ensure appropriate behavior in the professional performance of its employees, in accordance with the laws of each of the countries where Barcelona Beer Company carries out its activities as well as with the established Regulatory System, respecting the values of their respective cultures.

Barcelona Beer Company’s code of ethics reflects the principle of due diligence applied by Barcelona Beer Company for the prevention, detection and eradication of irregularities related to non-compliance with the code and established internal rules, including those that refer to criminal offenses. The company understands that diligence in these matters requires, among others, the design and implementation of control models that regularly analyze the risks in the matters contemplated in this code, ensure knowledge of the rules in the organization, define responsibilities and establish procedures that allow confidential notification of irregularities as well as their resolution. The company understands that the procedures it has in place, including the Criminal Prevention Model, allow it to respond to the above elements.

2. SCOPE OF APPLICATION

Barcelona Beer Company’s Code of Ethics is addressed to its administrators, managers and in general to all Barcelona Beer Company’s personnel (hereinafter, the code refers to all of them as employees), regardless of the position they hold or the place where they perform their work.

The guidelines of conduct contained in this code are mandatory and affect all investee companies in which Barcelona Beer Company has management control.

On the other hand, the group will promote and encourage its suppliers and collaborating companies to adopt behavioral guidelines consistent with those defined in this code of ethics.

When circumstances so advise, the company may ask its suppliers, collaborating companies and counterparties to formalize their commitment to comply with the code or with the guidelines it establishes. Likewise, the application of the code may be extended to any person or organization linked to Barcelona Beer Company when the company deems it appropriate and the nature of the relationship makes it possible.

The Board of Directors and the first level of management of Barcelona Beer Company will use all the means at their disposal to disseminate the Mission, Vision, Values and principles of Barcelona Beer Company, and to enforce compliance with the guidelines of conduct contained in this code. Likewise, they will be a reference model in their behavior and level of compliance with the code.

The criteria of conduct contained in this code are not intended to cover all situations or circumstances that employees of Barcelona Beer Company may encounter, but rather to establish general guidelines of conduct that will guide them in the way they act during the performance of their professional activity.

3. GUIDING PRINCIPLES OF CONDUCT AT barcelona beer company

Barcelona Beer Company believes that the trust of its shareholders, customers, suppliers and external collaborators, as well as the social environment in which it operates, is based on the integrity and responsibility in the professional performance of each of its employees.

Integrity is understood as acting ethically, honestly and in good faith.

Professional responsibility is understood as acting proactively, efficiently and focused on excellence, quality and willingness to serve.

Barcelona Beer Company expects all its employees to behave with integrity and responsibility in the performance of their duties.

Likewise, Barcelona Beer Company also expects its suppliers and external collaborators to behave in accordance with these principles.

All employees of Barcelona Beer Company may consult any doubt about the interpretation of the guidelines of conduct that appear in this code and must report, in good faith and without fear of reprisals, any breach of the guidelines of the code that they observe in their professional performance, to their hierarchical superior or to the ethics and compliance committee through the web channel of the code of ethics or internal mail.

These communications will be treated confidentially and in accordance with the provisions of current data protection regulations.

4. BEHAVIORAL PATTERNS

The code of ethics establishes specific guidelines for action in the following content areas:

4.1. Respeto a la legalidad, derechos humanos y a los valores éticos.

4.2. Respeto a las personas.

4.3. Desarrollo profesional e igualdad de oportunidades.

4.4. Cooperación y dedicación.

4.5. Seguridad y salud en el trabajo.

4.6. Uso y protección de los activos.

4.7. Corrupción y soborno.

4.8. Pagos irregulares y blanqueo de capitales.

4.9. Imagen y reputación corporativa.

4.10. Lealtad a la empresa y conflictos de intereses.

4.11. Tratamiento de la información y del conocimiento.

4.12. Relaciones con los clientes.

4.13. Relaciones con los accionistas.

4.14. Relaciones con empresas colaboradoras y proveedores.

4.15. Respeto al medio ambiente.

4.1. RESPETO A LA LEGALIDAD, DERECHOS HUMANOS Y A LOS VALORES éTICOS​

Barcelona Beer Company assumes the commitment to act at all times in accordance with current legislation, with the internal regulatory system established with internationally accepted ethical practices, with full respect for human rights and civil liberties.

Barcelona Beer Company’s activities and operations are carried out in accordance with its Mission, Vision, Values and Principles statement and its adherence to the United Nations Global Compact, whose objective is the adoption of universal principles in the areas of human rights, labor standards and the environment.

The universal declaration of human rights, the tripartite declaration of the International Labor Organization (ILO), the guidelines for multinational companies of the Organization for Economic Cooperation and Development (OECD) and the normative instruments to which it adheres in its human rights policy, especially the guiding principles of the United Nations on business and human rights, are references in Barcelona Beer Company’s ethical performance.

In particular, Barcelona Beer Company respects freedom of association and collective bargaining. Likewise, it recognizes the rights of ethnic minorities in the countries where it operates, rejecting child labor and, in general, any form of exploitation, being diligent in complying with the principles established in the aforementioned regulations.

All Group employees must comply with the laws in force in the countries where they operate, in accordance with the spirit and purpose of those laws, and must behave ethically in all their actions.

They must also avoid any conduct that, even without violating the law, could damage the group’s reputation in the eyes of the community, the country’s government or other agencies, and negatively affect its interests.

Barcelona Beer Company employees must act with honesty and integrity in all their contacts or transactions with the authorities and officials of the different governments and administrations, ensuring that all the information and certifications they submit, as well as the statements they make, are truthful.

All employees must be aware of the laws that affect their work, requesting, where appropriate, the necessary information through their superior or the corresponding instances.

No employee shall knowingly collaborate with third parties in the violation of any law, or participate in any action that compromises respect for the principle of legality.

For its part, the company will provide the necessary means for its employees to be aware, at all times, of the external and internal regulations relevant to the functions they perform, and will establish the necessary internal control models to ensure compliance with the law and ethical values.

In the event of any situation of disrespect for legality, human rights or ethical values, employees must inform the company through their superior or the ethics and compliance committee.

4.2. RESPETO A LAS PERSONAS​

Barcelona Beer Company rejects any manifestation of physical, psychological or moral harassment or abuse of authority, as well as any other conduct that may generate an intimidating or offensive environment with the rights of individuals.

Barcelona Beer Company employees should treat each other with respect, fostering cordial relations and a pleasant, healthy and safe working environment.

All employees are obliged to treat their colleagues, superiors and subordinates fairly and respectfully. In the same way, relations between group employees and those of external collaborating companies or entities shall be based on professional respect and mutual collaboration.

Barcelona Beer Company considers important the integral development of the person, so it will facilitate the necessary balance between professional and personal life.

4.3. DESARROLLO PROFESIONAL E IGUALDAD DE OPORTUNIDADES​

Barcelona Beer Company promotes the professional and personal development of all its employees, ensuring equal opportunities through its performance policies.

It does not accept any type of discrimination in the work or professional environment on the grounds of age, race, color, sex, religion, political opinion, national origin, social origin or disability.

In addition, Barcelona Beer Company supports and is committed to the application of public policies established to promote greater equality of opportunities and to foster a corporate culture based on merit.

The selection and promotion of Barcelona Beer Company employees is based on the competencies and performance of professional functions, and on the criteria of merit and ability defined in the job requirements.

All employees must actively participate in the training plans that the group makes available to them, involving themselves in their own development and committing themselves to keeping the necessary knowledge and skills up to date, in order to promote their professional progress and contribute value to customers, the group’s shareholders and society in general.

People who hold management or leadership positions must act as facilitators of the professional development of their collaborators, in order to promote their professional growth in the company.

4.4. COOPERACIÓN Y DEDICACIóN​

Barcelona Beer Company fosters an environment of cooperation and teamwork for a better use of all capabilities and resources.

All employees of the group must act in a spirit of collaboration, making available to the other organizational units and persons making up the group such knowledge or resources as may facilitate the achievement of the group’s objectives and interests. However, this obligation shall not contravene the legal limitations on the separation of activities relating to participation in outside organizational structures and the provision of commercially sensitive information set out in legislation.

Likewise, when required by law, those responsible for the day-to-day management of certain activities shall be encouraged to have effective decision-making capacity over them, without prejudice to adequate supervision by the group.

Employees must work efficiently during the workday, make the most of the time and resources that the company makes available to them, and try to contribute maximum value in all the processes in which they participate.

4.5. SEGURIDAD Y SALUD EN EL TRABAJO​

Barcelona Beer Company promotes the adoption of occupational health and safety policies and adopts the preventive measures established in the legislation in force in each country, and ensures at all times compliance with regulations in this area.

It also promotes and encourages the application of its occupational health and safety standards and policies by the collaborating companies and suppliers with which it operates.

Barcelona Beer Company considers that safety is an individual responsibility and a condition of employment, which is why it will not allow unsafe behavior that could cause serious damage to people and/or facilities.

In order to avoid these unsafe behaviors, there are a series of red lines that must not be crossed by the group’s employees, as indicated below:

• Concealing work accidents or very serious incidents, or inducing third parties to do so, caused in the execution of activities on behalf of the company, either by its own personnel or by any external collaborator providing services.

• Falsifying security records.

• Order non-compliance with safety standards.

All group employees must be aware of and comply with occupational health and safety protection standards and ensure the safety of themselves, other employees, customers, suppliers, collaborators and, in general, all persons who may be affected by the development of their activities.

For its part, Barcelona Beer Company will provide its employees with the resources and knowledge necessary for them to perform their duties safely and in a healthy environment.

4.6. USO Y PROTECCIóN DE LOS ACTIVOS​

Barcelona Beer Company makes available to its employees the necessary resources for the performance of their professional activity, and undertakes to provide the means for the protection and safeguarding of the same.

All employees must use the company’s resources responsibly, efficiently and appropriately in the context of their professional activity. They must also protect and preserve them from any improper use that could be detrimental to the company’s interests.

As for digital devices or other applications, programs and/or computer files (hardware and software) made available to employees by Barcelona Beer Company, their essential purpose is their use for the professional and work activity of employees. They may only be used for private purposes under the terms provided in the policy on digital rights, which employees must be aware of and comply with.

With regard to the internal and external personnel of Barcelona Beer Company’s property security, in all countries they contemplate as a reference the voluntary principles of security and human rights.

4.7. CORRUPCIóN Y SOBORNO​

Corruption and bribery occur when employees use unethical practices to obtain some benefit for the company or for themselves. Corruption and bribery are one of the categories of fraud.

Barcelona Beer Company has an anti-corruption policy that defines the principles to be followed in order to prevent this type of risk.

The employees of Barcelona Beer Company, in their relationship with third parties and, in particular, with authorities and public institutions in the different countries where it operates, will act in a manner consistent with the group’s anti-corruption policy and the national and international provisions for the prevention of corruption and bribery, among which are the provisions of the Spanish penal code and those of the countries where Barcelona Beer Company operates and the guidelines for multinational companies of the OECD.

Barcelona Beer Company declares itself against influencing the will of people outside the company to obtain any benefit through the use of unethical practices. Nor will it allow other persons or entities to use such practices with its employees.

Group employees may not accept, either directly or indirectly, gifts or compensation of any kind intended to improperly influence their commercial, professional or administrative relations, whether with public or private entities.

Likewise, employees may not make, either directly or indirectly, payments, gifts or compensation of any kind that are not considered part of the normal course of business, in an attempt to improperly influence their commercial, professional or administrative relations with both public and private entities.

Those third parties to whom Barcelona Beer Company may resort for the commercial development of the company must assume, in their relations with private and public entities, commitments similar to those contained in this code.

In addition, employees in the performance of their professional duties shall ensure compliance with the internal control established to avoid irregularities and undue advantages in the company’s relationship with third parties.

4.8. PAGOS IRREGULARES Y BLANQUEO DE CAPITALES​

Barcelona Beer Company establishes policies to prevent and avoid in the course of its operations the making of irregular payments or money laundering with origin in illicit or criminal activities.

The aforementioned policies establish specific controls over those economic transactions, both collections and payments, of an unusual nature or amount made in cash or with bearer checks, as well as over all those payments made to entities with bank accounts opened in tax havens, identifying in all cases the ownership thereof.

The employees of Barcelona Beer Company will remain alert to those cases in which there may be indications of lack of integrity of persons or entities with which the group maintains relations. Finally, the employees of Barcelona Beer Company will review with special attention the extraordinary payments, not foreseen in the corresponding agreements or contracts.

4.9. IMAGEN Y REPUTACIÓN CORPORATIVA​

Barcelona Beer Company considers that one of the basic elements that contribute to its corporate image and reputation is the establishment of responsible citizenship relations in those communities in which it operates.

All employees must consider the interests of local communities in the performance of their duties.

The group considers its corporate image and reputation as one of its most valuable assets to preserve the trust of its shareholders, customers, employees, suppliers, authorities and society in general.

All employees must take the utmost care to preserve the company’s image and reputation in all their professional activities.

Likewise, they will oversee the respect and correct and adequate use of the corporate image and reputation by employees of contractors and collaborating companies.

Employees must be especially careful in any public intervention, and must have the necessary authorization to speak to the media, participate in professional conferences or seminars and in any other event that may have a public dissemination (including comments on social networks), as long as they appear as employees of Barcelona Beer Company.

Barcelona Beer Company does not finance political parties or their representatives or candidates in the countries where it operates.

The connection or collaboration of employees with political parties shall be done on a personal basis and shall be totally unrelated to the activities of the company.

The company will apply due diligence to ensure the respectability of the organizations and causes it is supporting, complying with established internal regulations, which include the counterparty Due Diligence process, which analyzes, among others, reputational risk. On a regular basis, the company will make public the names of the main organizations it supports through its social activities.

4.10. LEALTAD A LA EMPRESA Y CONFLICTOS DE INTERESES​

Conflicts of interest arise in those circumstances where the personal interests of employees, directly or indirectly, are contrary to or collide with the interests of the company, interfere with the proper fulfillment of their professional duties and responsibilities, or involve them personally in any transaction or economic operation of the company.

Barcelona Beer Company believes that the relationship with its employees should be based on loyalty born of common interests.

In this sense, it respects the participation of its employees in other financial or business activities as long as they are legal and do not enter into unfair competition or collision with their responsibilities as employees of Barcelona Beer Company. Employees must abide by the limitations established in the applicable legislation and in Barcelona Beer Company’s conflict of interest policy, which employees must be aware of and apply.

During the performance of their professional responsibilities, employees must act with loyalty and in the defense of the interests of the group, placing the interests of Barcelona Beer Company before their personal interests in the performance of their professional activities. Likewise, they must report any conflicts of interest in which they may incur, in accordance with the procedure established in the conflict of interest policy.

Therefore, Barcelona Beer Company employees must refrain from representing the company and from intervening or influencing decision-making in any situation in which they directly or indirectly have a personal interest.

4.11. TRATAMIENTO DE LA INFORMACIÓN Y DEL CONOCIMIENTO

Barcelona Beer Company considers information and knowledge as one of its main and essential assets for business management, so they must be subject to special protection.

It declares the truthfulness of information as a basic principle in all its actions, so that employees must truthfully transmit all the information they have to communicate, both internally and externally, and in no case shall they knowingly provide incorrect or inaccurate information that could mislead the recipient.

All employees who enter any type of information in the group’s computer systems must ensure that it is accurate and reliable.

In particular, all the group’s economic transactions must be clearly and accurately reflected in the corresponding records, through the corresponding accounting accounts, as well as all the operations carried out and all the income and expenses incurred.

Barcelona Beer Company employees will refrain from any practice that contravenes the commitment to clearly and accurately reflect all economic transactions in the group’s accounts.

All Group employees must maintain the strictest confidentiality with regard to all confidential information to which they have access as a result of their professional activities.

Employees who have confidential information about the company, or about important aspects of the company’s strategy, policies, plans or assets, must preserve it so that it cannot be used inappropriately and refrain from using it improperly for their own benefit or that of third parties.

Conduct and actions related to the Securities Markets are included in the “Internal code of conduct in matters related to the securities markets”, approved by the board of directors.

If there is any doubt about the nature of the information, employees must consider it as confidential until they are told otherwise.

Barcelona Beer Company promotes that the information and knowledge generated in the company flows properly among all its employees and organizational units, to facilitate the management of activities and enhance the development of people.

All information and knowledge, understood as the conceptual result of the integration of diverse information generated within the company, is the property of the group in the terms referred to in current legislation.

Employees have the duty to preserve the company’s knowledge by facilitating its dissemination to other employees of the group, and making it available to the knowledge management systems that are enabled within the company.

Employees must ensure that they do not share commercially sensitive information between group companies when required by applicable law.

BarcelonaBeer Company complies with the legislation in force in each of the countries regarding data protection, respecting the right to privacy and protecting the personal data entrusted by its customers, employees, suppliers and external collaborators, candidates in selection processes or other persons.

The employees of Barcelona Beer Company protect the intellectual property of the group and others, including, among others, patents, trademarks, domain names, reproduction rights (including software reproduction rights), design rights, database extraction rights or rights to specialized know-how. In their dealings with third parties, employees shall scrupulously follow the rules and procedures in this area in order to avoid infringing the rights of third parties.

4.12. RELACIONES CON LOS CLIENTES​

Barcelona Beer Company assumes, leads and promotes the commitment to quality, providing the necessary resources to achieve excellence and establishing the appropriate measures to ensure that the quality policy is practiced by all employees in accordance with these principles.

Barcelona Beer Company competes in the market in a loyal way, and does not admit deceitful, fraudulent or malicious conducts that lead the company to obtain undue advantages.

All employees of the group must act with integrity towards the company’s customers or its internal clients, aiming to achieve the highest levels of quality, excellence in service delivery and the long-term development of relationships based on trust and mutual respect.

The information or advice provided to customers must always be sufficient, truthful, timely and appropriate. Under no circumstances may misleading, ambiguous or insufficiently rigorous information be provided to clients that could lead them to error or wrong decisions.

4.13. RELACIONES CON LOS ACCIONISTAS​

The purpose of Barcelona Beer Company is the continuous creation of value for its shareholders, so it is committed to provide objective, transparent, adequate and timely information on the evolution of the company and under conditions of equality for all its shareholders. Likewise, Barcelona Beer Company is committed to develop the necessary bases for the participation of its shareholders in the decisions that correspond to them.

4.14. RELACIONES CON EMPRESAS COLABORADORAS Y PROVEEDORES​

Barcelona Beer Company considers its suppliers and collaborating companies an indispensable part of the achievement of its growth and service quality improvement objectives, seeking to establish relationships with them based on trust and mutual benefit.

Barcelona Beer Company assumes the commitment to promote among its suppliers and external collaborators, without prejudice to the fulfillment of the contractual conditions, and under the premise of respect for the power of management, practices in accordance with the guidelines of conduct included in this code of ethics.

When circumstances make it advisable, the company may require its suppliers and collaborating companies to make a commitment to expressly endorse and comply with the provisions of this code.

All group employees who participate in supplier and external collaborator selection processes are obliged to act impartially and objectively, applying transparent criteria and complying, strictly and without exception, with internal regulations on the matter, including the Due Diligence procedure for counterparties, which analyzes and evaluates the risk of operations with third parties, quality and cost criteria and avoiding the collision of their personal interests with those of the company.

Likewise, Barcelona Beer Company offers its contractors, suppliers and external collaborators the possibility of confidentially addressing, in good faith and without fear of reprisals, the ethics and compliance committee when they understand that the practices of the group’s employees are not in accordance with what is established in this code.

The agreements established between Barcelona Beer Company and its suppliers or collaborating companies include clauses regarding compliance with certain ethical, social and environmental standards.

4.15. RESPETO AL MEDIO AMBIENTE​

The preservation of the environment is one of the basic principles of action of Barcelona Beer Company. consequently, it has defined a policy and implemented an environmental management system.

The group’s employees must know and accept this policy and act at all times in accordance with the criteria of respect and sustainability it inspires, adopt habits and behaviors related to good environmental practices and contribute positively and effectively to the achievement of the established objectives.

Likewise, employees must strive to minimize the environmental impact of their activities and the use of the facilities, equipment and means of work placed at their disposal, making efficient use of them.

In their relations with contractors or external collaborating companies, the group’s employees shall transmit these principles and demand compliance with the environmental procedures and requirements applicable in each case.

5. ACCEPTANCE AND COMPLIANCE WITH THE CODE

This code of ethics is mandatory for all employees of Barcelona Beer Company and for those third parties who have voluntarily committed to comply with it.

The company shall communicate and disseminate the contents of this code of ethics to all its employees and to those third parties for whom it is relevant.

Employees must formally commit to compliance with the code at the time they join the company, in the novation of their contracts and in those other circumstances in which the company deems it appropriate. In addition, the company will periodically require its managers and employees to formally state that they are aware of and comply with the guidelines of conduct established in the code and will hold training sessions on the different aspects of the code.

Barcelona Beer Company expects from all its employees a high level of commitment to comply with its code of ethics. All employees may be evaluated based on their compliance with this code. Non-compliance will be analyzed in accordance with internal procedures, legal regulations and agreements in force, and if necessary, the appropriate sanctions will be applied.

Any doubts that may arise regarding the interpretation or application of this code of ethics should be discussed with the supervisor or, if necessary, with the ethics and compliance committee.

No one, regardless of level or position, is authorized to request an employee to contravene the provisions of this Code of Ethics. No employee may justify improper conduct on the grounds of a superior order or ignorance of this Code.

Non-compliance with the code of ethics jeopardizes the reputation of Barcelona Beer Company and could compromise its solidity. For this reason, all employees of the group are obliged to inform their hierarchical superior or the ethics and compliance committee of any non-compliance or malpractice they may observe in the performance of their professional activities.

Barcelona Beer Company has established formal channels supervised by the ethics and compliance committee, so that all its employees can make, in good faith and without fear of reprisals, consultations or communications of non-compliance with the provisions of this code.

6. ethics and compliance committee

The ethics and compliance committee is a body whose purpose is, among others.

– Promote the dissemination, knowledge and compliance with the code of ethics.
– Interpret the code of ethics and guide actions in case of doubt.

– Facilitate the resolution of conflicts related to the application of the code of ethics.

– Facilitate and manage a communication channel to all employees, suppliers and collaborating companies for the realization in good faith and without fear of reprisals of consultations or communications of breaches of the code of ethics or any other related information.

– To report to the governing bodies of Barcelona Beer Company on the dissemination of and compliance with the code of ethics, as well as on the activities of the committee itself, preparing recommendations or appropriate proposals to keep it updated, improve its content and facilitate the application of those aspects that require special consideration.

The committee is made up of six members appointed by Barcelona Beer Company’s board of directors, who will elect the committee’s chairman from among their number.

In those countries where Barcelona Beer Company is present, the possibility of setting up local committees will be considered, which will carry out the same functions as the Ethics and Compliance Committee in their respective areas. The local committees will report periodically to the ethics and compliance committee about their activity and will be accountable for it to the administrative bodies of the group companies in the corresponding country.

The final approvals of each of the updates to the Code of Ethics will be made by the Board of Directors of Barcelona Beer Company.

7. VALIDITY

The code of ethics comes into force on the day of its publication to all employees and will remain in force until its cancellation is approved. It will be reviewed and updated periodically by the Management Committee, at the proposal of the Ethics and Compliance Committee, which will take into account the suggestions and proposals made by employees and the commitments made by Barcelona Beer Company in terms of social responsibility and good governance.

UNITED NATIONS GLOBAL COMPACT

Universal Principles in the areas of human rights, labor standards and the environment.

Human rights:

1. Support and respect the protection of internationally recognized fundamental human rights within its sphere of influence.

2. Ensure that they are not complicit in human rights abuses.

Labor rights:

1. Support freedom of association and the effective recognition of the right to collective bargaining.

2. Support the elimination of all forms of forced and compulsory labor.

3. Support the eradication of child labor.

4. Support the abolition of discriminatory practices in employment and occupation.

Environment:

1. Support a precautionary approach to environmental challenges. Businesses should support a precautionary approach to environmental challenges.

2. Encourage initiatives that promote greater environmental responsibility.

3. Encourage the development and diffusion of environmentally friendly technologies.

Corruption:

Businesses should work against corruption in all its forms, including extortion and bribery.