1. Change Control:

1.1. Identification and description:

TITLE: CLIKALIA GROUP's Code of Ethics

SCOPE: All  the Companies of the Clikalia Group  

DESCRIPTION: Values and guidelines of conduct applicable to all members of the Company.

AUTHOR: PBC&Compliance  

 REVIEWED BY: COMPLIANCE COMMITTEE  

FECHA: 16/10/2023

APPROVED BY: BOARD OF DIRECTORS  

FECHA: 16/10/2023

1.2. Version logging

2. Objective

This Code of Ethics (hereinafter the "Code") sets out the values and principles that will be applicable to the activity of CLIKALIA GROUP (hereinafter "CLIKALIA").  

The Code offers guidelines for behaviour so that, with due diligence and integrity, the members of Clikalia are able to avoid or minimise the possibility of bad practices both in terms of the resources used and the activity carried out.  

3. Presentation of the organization

The Code of Ethics aims to establish the vision and values of an organization and serve as a guide for the actions and behavior of workers and management. The Clikalia Code is established as the apex of internal regulations and respect for social values and compliance with the law and the prevention of its infractions. Any doubts regarding the interpretation and application of the rest of Clikalia's internal regulations must be resolved based on the values and principles established in this Code and Clikalia's internal procedures.  

This Code reflects Clikalia's commitment to the principles of business ethics and transparency in its different areas of action, establishing a set of conduct guidelines aimed at the responsible and honest behaviour of the administration, staff and management in the performance of their activity. Likewise, this document is based on the principle of due control over administrators, attorneys-in-fact, professionals, workers and other persons subject to their authority, in order to prevent, detect, react and correct any type of irregular conduct, both from a legal and ethical point of view.  

To this end, the Code:  

It facilitates the knowledge and application of Clikalia's business culture, firmly based on the fulfilment of human and social rights and on the effective integration of the entire group of workers into the company, with respect for their diversity.  

It establishes the principle of due diligence for the prevention, detection and eradication of irregular conduct, whatever its nature, including, among others, the analysis of risks, the definition of responsibilities, the training of workers and, where appropriate, others directly related to the company, and the formalization of procedures, especially for the notification and immediate elimination of irregular conduct.  

It takes into account the principle of criminal liability of legal persons, included in the legal system of various jurisdictions where Clikalia operates, prevents and proscribes the existence of behaviors that may determine the liability of the company among its legal representatives, administration, workers or by any other person who is subject to the authority of the company's personnel.  

4. Recipients

The Code is aimed at all those who are part of Clikalia regardless of the type of contract they have, the position they hold or the functions they perform.  

All persons are equally obliged to know and comply with this Code and to collaborate in its correct implementation.

Clikalia will promote among its supplier companies the adoption of behavioural guidelines consistent with those defined in this Code.  

The application of the Code may be contractually extended to any other natural or legal person who maintains commercial relations and collaboration and participation with Clikalia when, due to the purpose of such relationship, their activities may affect the reputation of the Company.  

5. Roles of the persons involved

5.1. Governing Body: Administrative Body  

The active involvement of the Governing Body is essential to convey to all stakeholders a clear message, in word and deed, that Clikalia will fulfill its obligations, thus serving as an example for all.

Therefore, it will ensure that the necessary resources are allocated to establish, develop, implement, evaluate, maintain and improve the Culture of Compliance within Clikalia and compliance in particular with this Code and its own Commitment to regulatory compliance.  

It will adopt values that promote Honesty, Commitment, Professionalism, Discretion, Responsibility and Transparency.

It is expected to pay the utmost attention to compliance with the values and principles of this Code both in its own actions and by the workers under its direction, and to demonstrate, in all its actions, a clear and proactive commitment to its objectives.

It should also foster an environment in which workers, their families or dependents feel free to express their concerns without fear of reprisals and actively participate in the management and resolution of incidents and issues related to compliance with the Code.  

5.2. General Management and Area Directorates

The General Management and Area Directorates must demonstrate their leadership and commitment to compliance with this Code of Ethics and be a model for workers.  

They are expected to pay the utmost attention to compliance with the values and principles of this Code, both in their own actions and by the workers under their direction.  

They should also foster an environment in which workers feel free to express their concerns without fear of reprisals and actively participate in the management and resolution of incidents and issues related to compliance with the Code of Ethics.  

5.3. Workers

Workers must be committed to the values and principles set out in the Code and are expected to perform the duties assigned to them by following the established and approved policies, procedures and processes at all times.

Likewise, workers are expected to participate in those training initiatives that are proposed to them or even to propose training actions that may be of general interest to all in terms of Regulatory Compliance.  

Finally, workers must feel free and confident enough to report concerns, issues or failures in the system, either directly to their superior or through the ethics channel. They must be a source of opinion for Clikalia with the aim of continuous improvement.  

6. Commitments and Conduct Guidelines

All persons involved in compliance with this Code undertake to comply with and respect at all times the legal regulations in force in all their areas of action and, in particular, in certain areas listed herein.  

6.1. Discovery and Disclosure of Secrets. Personal Data Protection and Computer Damage.  

For Clikalia, confidentiality is an important pillar in its activity.  

It is established for all members of Clikalia, who have access to personal data and other information of the activity, the obligation to comply with the duty of secrecy and the commitment of confidentiality.  

Clikalia will process the personal data that is necessary for the proper provision of its services in compliance with the applicable regulations on data protection and, in particular, the provisions of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data. which repeals Directive 95/46/EC (GDPR) and Organic Law 3/2018, of 5 December, on the Protection of Personal Data and Guarantee of Digital Rights (LOPDgdd).

To this end, all persons with access to personal data or other internal information relating to the activity must respect and comply with all technical and organisational measures that have been implemented.  

Clikalia shall only process personal data for legitimate purposes and with the informed consent of the owner thereof, except for the exceptions provided for by law. Likewise, the security measures established for the protection of this data must be complied with, thus preventing its alteration, loss, processing or unauthorized access.  

The internal procedures and rules established mainly in terms of personal data protection must be complied with. Any confidential information to which access is made must be protected in order to prevent it from becoming known to persons outside Clikalia, either by intentional action or negligence.  

Clikalia will keep, for an indefinite period of time, the maximum confidentiality and will not disclose or use, directly or through third parties or companies, the information to which it has access. These obligations will continue even if the relationship between the obligor and Clikolia ends.

On the other hand, all Clikalia staff undertake not to carry out sabotage or actions that hinder the operation of the company's computer systems or those of third parties to which they have access (such as platforms of public bodies, banks, among others), as well as not to use them to commit illegal acts against privacy or violate non-discrimination guidelines.  harassment at work or any other reason unrelated to logical use in the workplace.  

The company's computer systems will not be used in an abusive manner, nor for personal purposes or actions that could affect Clikalia's reputation.  

6.2. Heritage and socio-economic action

Clikalia defends at all times a responsible action aimed at preserving and protecting its own heritage as a basic element of its activity.  

Clikalia's staff must act at all times with transparency in economic management in order to avoid the commission of irregularities such as misappropriation, fraud or that allow situations of insolvency.  

In its contact with its customers, Clikalia establishes conditions of responsible behaviour aimed at offering transparency and quality of service at all times.  

The Board of Directors and the staff engaged in accounting or financial work must respect at all times the appropriate protocols of accountability, permits for the availability of economic means and any other means of economic control.  

6.3. Anti-corruption

Clikalia fights corruption in any of its forms.  

The organization "Transparency International" defines corruption as "the abuse of power for personal gain." Corruption can take different forms, such  as bribery ("offering or receiving any gift, loan, fee, reward or other advantage to or from any person as a way of inducing them to do something dishonest or illegal in the conduct of the management of a company") or extortion (" directly or indirectly using one's own access to a position of power or an advantage in information to unjustifiably demand cooperation or money from others through coercive threats").  

Clikalia rejects any practice within it that could be considered corruption, whether in the private or public sphere, as well as any illegal payment.  

To this end, an Internal Anti-Corruption Policy  has been approved and will be mandatory for all interested parties as a complement to this Code.    

6.4. Intellectual and industrial property

Clikalia's employees must respect their own and others' intellectual and industrial property rights, which include, but are not limited to, patent rights, trademarks, domain names, reproduction rights (including software reproduction rights), design rights, database extraction rights, or specialized technical knowledge rights.

It is expressly forbidden to use the works, creations or distinctive signs of intellectual or industrial property of third parties without proof that Clikalia has the corresponding rights and/or licenses.  

Only those brands, images and texts related to Clikalia that are duly authorised will be used in marketing and advertising actions.

In its relationship with third parties, Clikalia will scrupulously follow the rules and procedures regarding the protection of intellectual and industrial property in order to avoid infringing rights.  

6.5. Obligations to the Treasury and Social Security

In order to contribute to the maintenance of public expenditure as set out in Article 31 of the Spanish Constitution, Clikalia undertakes to comply with current legislation in all areas of its activity with respect to its obligations to the Treasury and Social Security, rejecting any type of fraud.

In relation to tax obligations, Clikalia, with the collaboration of its employees, undertakes to:  

Reduce significant tax risks and prevent those behaviors that are likely to generate them.  

Avoid the use of opaque structures for tax purposes, understood as those in which, through the interposition of shell companies through tax havens or territories that do not cooperate with the tax authorities, they are designed with the purpose of preventing the Tax Agency from knowing the person ultimately responsible for the activities or the ultimate owner of the assets or rights involved.  

Collaborate with the Tax Agency in the detection and search for solutions regarding those fraudulent tax practices that may be developed in the markets in which Clikalia has a presence, to eradicate those that already exist and to prevent their extension.  

6.6. Accounting and economic transparency and prevention of money laundering and terrorist financing.  

Clikalia assumes the obligation to provide a true picture of its economic and financial situation, maintaining transparency in its annual accounts and other accounting documents.  

Thus, Clikalia's staff, especially the staff dedicated to administrative, accounting and financial tasks, must act with total transparency in the economic management of the company, complying at all times with the obligations related to accountability, permits for the availability of economic means and any other means of economic control.  

Under no circumstances will economic and financial information be falsified and/or actions will be taken to:  

Failure to keep commercial accounts, books and tax records.

Keeping different accounts that, referring to the same activity and financial year, hide or simulate the true situation of the companies.

Not to record in the obligatory books business, acts, operations or, in general, economic transactions, or to have recorded them with figures other than the true ones.

Practice fictitious accounting entries in the obligatory books.  

On the other hand, in order to prevent irregularities in payments and money laundering and the financing of terrorism or smuggling offences, it is prohibited to receive or transmit goods knowing that they are the result of criminal activity, committed by him or by a third person, or to carry out any other act to conceal or conceal the illicit origin, or to help the person who has participated in the offence to avoid the legal consequences of his acts.

Therefore, it is strictly forbidden to:  

Accepting payment made with knowledge of the illicit origin of the money.

Accepting payments in cash, bearer checks, or foreign currency on unusual or uncontracted terms that result from criminal activity.

Establish commercial relationships, both nationally and internationally, with companies that do not provide adequate information on their legality.

Carry out import, export, trade, possession or circulation operations of prohibited or protected goods.  

6.7. Market Defence

Clikalia competes fairly in the market, and does not allow its employees to act in a deceptive, fraudulent or malicious manner.  

To this end, in the development of commercial activities, Clikalia promotes its services on the basis of objective and transparent standards, avoiding equivocal, ambiguous or inaccurate information that may lead to error. This promotes transparency and truthful, timely and adequate information.  

6.8. Labour rights

Clikalia respects the labour rights recognised by law for all its staff in relation to trade union rights, decent working conditions and contractually regulated in accordance with the laws applicable to both national and foreign personnel.  

In relation to the recruitment of staff with non-EU nationals, their rights will be respected at all times, but also the obligations to check the appropriate permits to enter the EU or work.  

Any form of forced or coerced labour is strictly prohibited. The employment offered by Clikalia will always be freely promoted and workers will have full freedom to resign according to the applicable regulations without being forced to remain in the company or under duress.  

Discriminatory practices in employment and occupation on the basis of race, colour, sex, religion, political opinion, national origin, social background or physical or mental disability are also strictly prohibited.  

Selection processes will be carried out on the basis of the ability to perform the job offered without distinction, exclusion or preferences based on other issues.  

Any type of harassment in the workplace is also totally prohibited, and will be sanctioned if detected. To this end, all members of Clikalia are obliged to know and comply with the Protocol on the Prevention of Sexual Harassment and the Protocol on the Prevention of Workplace Harassment, which are complementary to this Code.  

Clikalia supports the eradication of child labour, which must be considered as a form of violation of Human Rights, thus it has been established as a minimum age for the occupation of a job or to carry out some type of activity such as internships in the company to be over 18 years of age (or to have the mandatory parental authorization,  in accordance with current legislation).  

6.9. Occupational Health and Safety.  

The Constitution of the International Labour Organization (ILO) establishes the principle of protection of workers from occupational diseases and accidents.  

Clikalia complies with its obligations in terms of occupational risk prevention and for this purpose, a specialized company has been used as an External Prevention Service to identify the risks associated with the activity and the management of possible contingencies.  

Workers are obliged to comply with the rules and measures on Occupational Risk Prevention in order to achieve a healthy work environment. In this sense, it is strictly forbidden to be present in the workplace of any person who is under the influence of drugs, alcohol or hallucinogenic substances, as well as to ingest and/or consume them during the working day.

In the event of detecting new situations of risk to their health or safety, the staff must inform the Company, which in turn will notify the Prevention Service.  

6.10 Fundamental Rights and Public Freedoms.  

Article 10 of the Spanish Constitution states that "1. The dignity of the person, the inviolable rights inherent in him, the free development of the personality, respect for the law and for the rights of others are the foundation of political order and social peace.

The rules relating to the fundamental rights and freedoms recognized by the Constitution shall be interpreted in accordance with the Universal Declaration of Human Rights and the international treaties and agreements on the same subjects ratified by Spain."

For its part, the Universal Declaration of Human Rights: "All human beings are born free and equal in dignity and rights".

"Human rights are rights inherent in all human beings, without distinction of any kind, such as nationality, place of residence, sex, national or ethnic origin, colour, religion, language, or any other status. We all have the same human rights, without any discrimination. These rights are interrelated, interdependent and indivisible. Office of the High Commissioner for Human Rights (OHCHR).

Clikalia supports and respects the protection of human rights and fundamental freedoms.  

Statements or actions of any kind that encourage or promote hatred, hostility, discrimination or violence against people on the basis of their membership of the company, for racist, anti-Semitic or other reasons related to ideology, religion or beliefs, family situation, membership of an ethnic group, race or nation are strictly prohibited.  your national origin, sex, sexual orientation or identity, based on gender, illness or disability.  

6.11. Commitment to Environmental Protection.  

Article 45 of the Spanish Constitution establishes that everyone has the right to enjoy an environment suitable for the development of the person, as well as the duty to preserve it.

Clikalia is committed to maintaining a preventive approach that favors the conservation of the environment.  

Workers are obliged to follow the existing procedures in this area and to comply with environmental laws and regulations that affect them in the exercise of their functions in those activities that could pose a high risk to natural resources and the environment.  

By properly managing environmental risks, Clikalia aims to reduce the environmental impact of its services.  

6.12. Proceedings before inspection bodies.  

All Clikalia staff is obliged to collaborate at all times with any inspection bodies that may require information within the framework of a file or inspection on the company's activity.  

The most common inspections will come from bodies of the Tax Agency, Labour, Bank of Spain, Spanish Data Protection Agency or other supervisory bodies in the sector in whose field Clikalia provides its services.

Therefore, before an inspection, we must:  

Once we have notice of the visit or arrival of the inspection, we will make sure that all the possible people involved will be present that day in order to adequately attend to your requirements.

On the day of the inspection, we will cooperate at all times with the inspection.

Any manoeuvre that delays, hinders or hinders the inspection action will be avoided.  

Any delivery of information or decision that is taken must have the approval of the Administrative Body, which will be the only ones authorized to deliver documentation.  

6.13. Conduct of an honest professional conduct.

The guiding criteria to which the conduct of workers will be adjusted will be professionalism, honesty and self-control in their actions and decisions:  

Professionalism is the diligent, responsible, efficient, transparent action and observing the rules of good faith, focused on excellence in results.  

Honesty, consisting of acting loyally, honestly, with integrity, in good faith, objectively and in line with the interests of the Company, its values and the Code of Ethics.  

Self-control in actions and decision-making implies that any action carried out by workers is based on four basic premises:  

Ethically acceptable action.  

Legally valid action.  

Desirable action for the Society.  

That the worker is willing to take responsibility for it.  

In the case of intimate or similar relationships between workers, in any case, when one of the parties involved has to take decisions that could directly or indirectly affect the other, they must abstain and delegate their decision to their direct superior.  

6.14. Conflicts of Interest.

Clikalia's employees must avoid any type of situation that may involve a conflict of personal interest and that of the company. They may not use their position in the company to obtain patrimonial advantages or people, or their own business opportunities.  

Any type of situation that may involve a conflict of interest must be brought to the attention of the Compliance Committee.  

7. Publicity of the Code.

This Code shall be made available to all interested persons and shall be available on the https://clikalia.canalhelas.com/home website and on Personio.

The Code will be the subject of appropriate communication, training and awareness-raising actions for its timely understanding and implementation by all those involved.  

8. Ethical channel.

All recipients of this Code have the obligation to inform their hierarchical superior or the Compliance Committee of any non-compliance or malpractice that they may observe in the performance of their professional activities.

With the aim of promoting interaction with all the people involved, the use of Clikalia's Ethics Channel is established as a means of communication, as a channel for communications or alerts, suggestions or queries in everything related to the prevention and detection of crime in the company, through:  

https://clikalia.canalhelas.com/home

The Channel is a communication tool, accessible to all workers, customers, suppliers and other third parties, through which to alert or report irregularities, breaches and behaviour contrary to ethics and legality.

All interested parties, both internal and external, can and must disclose any behaviour or action that is criminal or that contravenes current legislation or the company's internal rules.  

Through this channel, you can report possible irregular conduct such as:  

Irregular actions related to clients.

Diversion of resources.

Bribery and corruption.

Accounting and auditing aspects.

Confidentiality or misuse of company or customer information.

Conflicts of interest.

Workplace harassment, discrimination, or mistreatment.

Violation of workers' rights.  

All those who use this channel in good faith will be protected against any type of discrimination and penalization due to the communications they make. However, it should be noted that false or defamatory allegations may be subject to disciplinary sanction or denunciation.

The identity of the whistleblower/caller shall not be disclosed to third parties, or to the person allegedly involved, unless it is necessary to disclose it to the relevant persons involved in any subsequent investigation or legal proceedings initiated as a result of the investigation carried out.

Workers may also report any non-compliance or malpractice that they may observe in the performance of their professional activities through:  

etica@clikalia.com

9. Disciplinary system.  

In the event that a breach of the rules of conduct established in this Code of Ethics is detected, and once the facts have been investigated and evaluated, immediate action will be taken and the appropriate disciplinary measures will be adopted in the workplace and that will be independent of any other legal proceedings that may be directed against the person involved.  

If there is sufficient evidence of the existence of a criminal offence, the facts shall also be reported to the competent authority (public prosecutor's office and other judicial bodies).  

The Disciplinary Regime is configured by the applicable labour legislation in force and, in particular, by the Workers' Statute and the applicable collective agreement by reason of their activity and sector, i.e. the State Collective Agreement for Real Estate Management and Mediation Companies  

10. Compliance Committee.  

Clikalia decides to appoint a Compliance Committee, whose main function, among others, will be to control the correct development and implementation of the conduct guidelines established in this Code.

The Compliance Committee will ensure that the provisions of Clikalia's Code of Ethics are respected. Thus, it will deal with the conflicts that may arise in relation to it and establish action plans to solve them and safeguard the ethical culture.

Interested parties can contact the Compliance Committee through the ethics channel itself.  

11. Approval and Entry into Force.  

The Code of Ethics is approved by the Board of Directors, enters into force on the day of its publication and will remain in force until its cancellation is approved.