Code of Conduct

Constantia Industries - Version 1.0 issued in May 2018

1) Introduction and Goals

Constantia Industries is an international corporation which currently comprises three group companies – FunderMax, Isovolta and Isosport. These Group companies, in turn, have numerous subsidiaries. Its global business activities expose the Constantia Industries Group to a wide range of social, political and legal framework conditions which must be observed. Violations of these framework conditions, in particular conditions that interact with the legal system of a country, can create significant financial disadvantages for our company and sustainably damage the image of the company and the entire Group.

This Code of Conduct forms the foundation of all business activities and decisions in the Constantia Industries Group. It represents the basis for morally correct, ethical and legally compliant behaviour by all of our employees. Exemplary actions by each one of us make the Code an integral part of our corporate culture.

Any violations of legal regulations, internal guidelines, rules and instructions or the provisions of this Code of Conduct will result in disciplinary consequences. Infringements may also lead to consequences under criminal and/or civil law, e.g. claims for compensation payments from the involved persons.

The Code of Conduct will be updated by the Management Board of Constantia Industries as required. It will also be expanded, where necessary, to include special guidelines for individual countries or regions.

2) Scope of Application

This Code of Conduct applies to all salaried employees in the Constantia Industries Group. The Constantia Industries Group is considered to include all companies in which Constantia Industries AG directly or indirectly holds an investment of at least 50% as well as companies over which Constantia Industries AG exercises control in another manner.

All other companies in which Constantia Industries AG directly or indirectly holds an investment of at least 25% but does not exercise control will be informed of the Code of Conduct and asked to implement its requirements through acknowledgement and integration in their corporate decision-making structures.

Moreover, it is in the interest of all Group companies to also inform their key business partners(customers, suppliers, consultants, etc.) of the Code of Conduct

3) Responsibility for Implementation

 Each employee is personally responsible for the implementation of and compliance with the Code of Conduct.

The management of the Constantia Industries Group must serve as a role model for employees in implementing the Code of Conduct. Managers must explain the behaviour expected of employees under the Code, monitor compliance and, if required, organise appropriate training with the support of the responsible departments.

In interpreting the Code of Conduct, employees should rely on their common sense and question whether a specific action could provide grounds for criticism based on reasonable, ethical and moral standards. The values defined by our Mission Statement are particularly important in this context. National standards and customs should also be taken into account. All legal regulations must be observed in full, without any discretionary choice.

Every employee can contact his or her supervisor, the responsible human resources and legal departments as well as local management or the Group’s Management Board at any time if there are questions or uncertainty in dealing with the Code of Conduct. In the event of disputes or issues requiring clarification, the respective local management and, in turn, the Group’s Management Board is responsible for the binding interpretation of the Code of Conduct

4) Compliance with Legal Regulations and Other External and Internal Requirements

All business actions and decisions must comply with the applicable laws and other external (e.g. money laundering regulations, sanction lists issued by the USA or EU) and corporate requirements.

All employees are required to inform themselves of the laws, other regulations and internal guidelines and rules applicable to their specific areas of responsibility. In case of doubt, they should contact the responsible corporate

5) Fair Competition

Fair and transparent behaviour on the market provides sustainable protection for the interests of the individual Group companies as well as the employees and the competitive position of the Constantia Industries Group as a whole. Any restrictions on free competition and violations of competition or anti-trust rules are incompatible with the corporate philosophy, culture and Mission Statement of our company.

Violations of national or international anti-trust regulations can result in severe consequences for the Constantia Industries Group and the involved employees. These consequences can include high penalties and indemnity payments as well as imprisonment in a number of countries. Verbal arrangements and coordinated actions will be prosecuted in the same manner as written agreements.

Employees are instructed, above all, to observe the following guidelines in conducting their business activities:

  • Agreements, in any form whatsoever, with competitors on business-related issues are prohibited. This applies, in particular, to arrangements and agreements which are intended to or result in the determination of prices or production capacity, the allocation of markets or customers, or the boycott of a customer or other market participants;
  • Unfair business practices are prohibited, and unethical pressure may not be used to force intermediaries to sell products at a certain price;
  • No arrangements or agreements may be made for the submission of fictitious offers;
  • Employees of the Constantia Industries Group are prohibited from speaking about confidential issues like prices and selling conditions, costs, production capacity, stocks or similar restricted information on the joint competitive market in their discussions and contacts with competitors;
  • Activities in professional associations, and especially participation in meetings of these types of associations, are important for representing the interests of industrial and business groups within the framework of national and international regulations. In connection with their work in these associations, the employees of the Constantia Industries Group must observe the above-mentioned principles and behavioural guidelines and act in conformity with anti-trust laws. If employees become aware of actions by other participants in or incidental to these associations which violate anti-trust law, they must resign immediately and report the incident to their Supervisors.

6) Corruption / Bribery / Acceptance of Gifts

Employees are strictly prohibited from directly or indirectly offering or accepting advantages* when these advantages are intended to influence business transactions in an improper manner or could create the impression of such influence. Gifts to public officials which exceed the applicable national limits are also prohibited. Employees of the Constantia Industries Group are not permitted to accept gifts, with the exception of low-value occasional gifts and hospitality within the limits of normal business practices. All other gifts must be rejected or returned, and the employee must inform his or her supervisor.

Offering or accepting money or similar advantages is not permitted under any circumstances.

* The granting of advantages can involve gifts, invitations, purchasing opportunities at non-third party conditions, interest-free loans, etc.

7) Sexual Harassment

The Constantia Industries Group prohibits sexual harassment in any form, e.g. through explicit advances, degrading comments, jokes, obscene expressions, offensive gestures or the exhibition of similar pictures in its business and production facilities. This type of behaviour can be classified as harassment, even if it is unintended.

8) Discrimination

 Based on the UN Charter and the European Convention for Human Rights, human rights are viewed as fundamental values which must be respected and observed by all employees. The corporate culture of the Constantia Industries Group recognises and welcomes the fact that each person must be respected as unique and valuable for his or her individual abilities. Therefore, the Constantia Industries Group does not tolerate discrimination in any form whatsoever (e.g. sexual, religious, ethnic, political or age-related, etc.).

9) Conflicts of Interest

The Constantia Industries Group expects its employees to act in the interests of the company. Employees must avoid situations in which their personal or financial interests conflict, or could conflict, with the interests of the Group. These types of conflicts can, however, not always be avoided. The Constantia Industries Group requires its employees to deal with these situations in a transparent manner. Every employee is required to disclose actual or potential conflicts of interest before entering into an employment relationship with the Constantia Industries Group. If a conflict of interest arises or becomes evident during employment, the employee must inform his or her supervisor and the human resources department immediately, in full and without being asked and, if necessary, request a special approval.

 Conflicts of interest can arise, above all, in connection with the following situations:

  • Secondary employment can contradict obligations in the Constantia Industries Group or lead to conflicts of interest; therefore any secondary employment requires advance written consent. This also applies to participation in the supervisory or advisory boards of companies which are not part of the Constantia Industries Group.
  • An economic involvement with competitors or business partners of the Constantia Industries Group, especially customers or suppliers (excluding minor investments in listed companies which do not exceed normal asset management), requires advance written consent. Investments in these types of company by close family members must be verifiably disclosed to the employee’s supervisor.
  • Close family members are considered to include the employee’s husband or wife, life partner, parents, siblings and children as well as other persons who have lived in the employee’s household for at least one year.
  • Transactions with business partners of the Constantia Industries Group must also be disclosed on a timely basis prior to the conclusion of a contract in cases where the persons involved in decision-making or direct negotiations on behalf of the business partner are close family members.
  • Conflicts of interest can also arise through family connections between employees working in the same department. The respective supervisor must be informed of any such family connections.

10) Handling of Company Information / Confidentiality

Employees may not use confidential information of any type received during business activities – also including information outside their specific area of activity – to pursue their own interests or the interests of third parties.

All types of company information (documents, excerpts, files, drawings, plans, pre-printed forms, etc. including copies on paper and on electronic or other data carriers) must be kept secure at all times. If this information must be removed from the company premises for business reasons, inspection or access by third parties must be prevented.

All business and trade secrets, especially research and development processes, acquisition strategies or targets, as well as the underlying indicators must be kept strictly confidential, regardless of the source of the information. The information may only be made available to employees who require it for their business activities and must be stored by them securely. This confidentiality does not apply to information which is freely available on a homepage of a member company of the Constantia Industries Group.

This rule also applies to information in which a contract partner of the Constantia Industries Group has a particular confidentiality interest, in particular when a confidentiality agreement has been concluded.

The obligation to maintain confidentiality continues without limitation after the end of the employment relationship. The relevant confidentiality provisions of the respective employment agreement also apply.

11) Corporate Communications

All written and verbal announcements and press releases involving the interests of the Constantia Industries Group or a related company will be made solely by the responsible member of the Management Board, a member of management or a communications officer. The distribution of personal data, inside as well as outside the company, is only permitted within the scope of legal regulations.

12) Internet

The communications systems of the Constantia Industries Group, e.g. Internet, Intranet and email, are intended primarily for business use. Special rules issued by the individual Group companies apply to the private use of email, Internet and other electronic media.

13) IT Use

In order to limit general risks, all IT-related activities must comply with corporate guidelines and security rules. IT equipment (PC, notebook, etc.) must always be stored securely and password-protected as far as technically possible. Only absolutely necessary data may be taken on business trips. Personal passwords may not be communicated to other employees or to third parties. Clear and verifiable rules must be established for substitutes. The respective supervisor must be notified immediately if company-related data are stolen or cannot be found.

If electronic data are involved, the responsible IT department should be contacted to block the passwords and any other necessary steps should be taken immediately.

14) Reports of Misconduct

Situations can arise where employees of the Constantia Industries Group notice violations of the Code of Conduct, other internal guidelines and rules, or legal regulations. Employees are free to report this misconduct without delay, whereby the following options are available:

  • Initially, information to the employee’s direct supervisor, or
  • Information to the responsible legal or human resources department, or
  • Information to the management of the respective Group company, or
  • Information to the Management Board of the Constantia Industries Group

The clarification of such reports will be simplified if the employee identifies himself or herself when a report is made – whereby confidentiality is guaranteed if requested by the employee. In order to promote open and trustful communications, it is expressly noted that employees who report violations of legal regulations, the Code of Conduct or other internal guidelines and rules will not face any negative consequences whatsoever. The same applies to other persons who contribute important information to the investigation of such misconduct.

The Constantia Industries Group expressly reserves the right to take disciplinary actions against employees who make false accusations intentionally or in a grossly negligent manner.


A code of conduct is a guideline used by many large organisations to regulate grey areas in their business activities or to emphasise issues which are considered important. The Constantia Industries Code of Conduct is, in principle, a more precise definition of the values described in the Mission Statement issued by Constantia Industries AG and the mission statements released by the Group companies. It is intended to help protect the Group from the consequences of misconduct by individual persons (e.g. anti-trust penalties).