Bacalhôa Group, Code of Ethics and Conduct
TABLE OF CONTENTS
1. Introduction
2. The Code in Practice
3. Our Commitments to Our People
4. Our Commitments to Our Shareholders and Investors
5. Our Commitments to Our Business Partners and Suppliers
6. Our Commitments to Our Customers
7. Our Commitments to Society
8. Final Provisions
1. INTRODUCTION
The Culture of Grupo Bacalhôa
"Art, Wine and Passion"
It is in the culture of Grupo Bacalhôa that the foundations of our code of ethics and conduct are
found.
Our PURPOSE
Grupo Bacalhôa's purpose is to contribute, in a sustainable way, to a happier society, providing
healthy and enjoyable cultural experiences, through the quality of its products, the passion of its
team and the beauty of its properties.
Our VALUES
- Team Spirit: We build strong bonds, between us and the surrounding community, ensuring
quality experiences and products;
- Ambition: We innovate in what we set out to do, in pursuit of excellence;
- Commitment: We commit to giving our best, honoring our history;
- Loyalty: We promote an environment of security and mutual trust;
- Inclusion: We respect diversity.
Our MISSION
Our mission is the production and marketing of quality wines that live up to the specific
characteristics of Portugal's various wine-growing regions, and the promotion of the richness of
our natural and cultural heritage, respecting the country's winemaking tradition.
2. The Code of Ethics and Conduct in Practice
This code of ethics and conduct is a guide for the conduct of Grupo Bacalhôa, its people and
business partners, setting out the fundamental ethical guidelines for Grupo Bacalhôa's conduct
and how they must be put into practice, and it applies to all members of the Administration,
Employees (regardless of their contractual relationship), Customers and all Interested Parties
(Stakeholders) with whom Grupo Bacalhôa maintains contact.
The commitments in our code reflect the standards of conduct that Grupo Bacalhôa and its people
must adopt and enforce, promoting an appropriate working environment, protecting the company's
reputation and sustainability, in accordance with our values, with integrity and respect for others,
in strict compliance with the Code.
Reporting of Irregularities under the Code of Ethics and Conduct
Whenever there is knowledge or suspicion of potential irregularities, they must be reported
through the channels established for that purpose.
Communications relating to violations of ethics and conduct should preferably be directed through
the electronic communication channel indicated below, which is intended to prevent, investigate
and suppress irregularities within Grupo Bacalhôa, and which also serves, to the extent permitted
by law, to address other ethics and conduct matters beyond those provided for in the Code.
The Sharing Channel ensures the strictest confidentiality of the information conveyed, while also
guaranteeing rights of access to and rectification of data, in compliance with legislation in force,
and is available to all employees, customers, suppliers or other interested parties.
Any communications should be made through the following means:
- By Email, to the address: sharing@bacalhoa.pt
- By Mail, to the following postal address:
Grupo Bacalhôa
Attn: Sharing Channel Manager – Grupo Bacalhôa Reporting Channel
EN 10 – Apartado 54
2925-901 Vila Nogueira de Azeitão, Setúbal
Reports made through the Sharing Channel are received on behalf of Grupo Bacalhôa by the
Sharing Channel Manager, who will ensure they are handled confidentially.
Handling of Communications on Ethics and Conduct Matters
All communications received that fall within the scope of the Sharing Channel are reviewed in
order to establish all facts considered relevant and truthful, and are handled as follows:
- Hearing the party who identified the possible irregularity;
- Hearing the reported party, without disclosing to them any information about the identity of the
reporting party;
- Hearing other parties involved considered relevant to establishing the facts;
- Carrying out any other steps deemed appropriate;
- Preparing a report on the investigations carried out, indicating recommendations or measures to
be adopted, or proposing that the investigation and handling be closed;
- Notifying the party who reported the situation, the reported party, and all parties involved of the
outcome of the process.
Cooperation in the investigation and handling of communications is a duty of all addressees of this
Code, including any external entities that support the steps taken.
The fundamental rights of the reported party, namely the defense of their good name, privacy, and
the right to file a complaint for malicious reporting, may not be prejudiced under any
circumstances, and Grupo Bacalhôa guarantees the necessary protection to the addressee who
fulfills their duty to report.
Consequences in the Event of Violation of the Code or its Abusive Use
Without prejudice to applicable criminal and civil proceedings, conduct contrary to the Code,
where the party involved is a person from Grupo Bacalhôa, is subject to censure under internal
procedure.
Where it is established by Grupo Bacalhôa, through legally or contractually available means, that
an act or omission relating to what is provided for in the Code has been committed by a business
partner, supplier or customer, Grupo Bacalhôa will make efforts to determine, to the extent
possible, that preventive actions have been adopted to avoid such misconduct recurring in the
future, and consequences for those involved, with the potential impact of this fact on commercial
or partnership relations with them being assessed accordingly.
3. Our Commitments to Our People
Grupo Bacalhôa is committed to ensuring a healthy and pleasant working environment for its
people, fair and adequate remuneration, in order to promote their motivation for work and sense of
personal and professional fulfillment, with a commitment to strengthening the organizational
culture, with engaged and committed employees and motivated teams, in a healthy organizational
climate and a results-oriented environment, contributing to the company's good external
reputation and to a sustainable future.
Socially Responsible Environment
It is vital that sustainability is part of Grupo Bacalhôa's DNA and that it is fully embraced, through
the adoption of good economic, environmental and social practices, throughout its value chain, for
a sustainable future, focusing strategically on essential management components such as:
- Promoting inclusive and sustainable economic growth, full and productive employment and
decent work for all;
- Ensuring equal career opportunities for all employees, through diversity, creating an
equitable reality, which is the basis for long-term corporate success;
- Ensuring the full and effective participation of women and equal leadership opportunities,
based on merit, and reducing wage inequalities between men and women;
- Training and development of employees, in order to equip people with new tools for
adaptation and growth. Investing in the education and reskilling of people and talent;
- Respecting legally established working and rest periods and promoting, whenever possible,
a balance between employees' professional, family and personal lives.
Fundamental Labor Rights
Grupo Bacalhôa does not tolerate or resort to any form of child labor or forced, compulsory or
coercive labor. It ensures that all employment relationships are established freely and voluntarily,
without recourse to force, threat, coercion, punishment or any other form of unlawful constraint.
It respects its employees' freedom of association and the right to collective bargaining, promoting
constructive and responsible dialogue between the parties. It recognizes each employee's right to
form, join or not join legally established trade union organizations, as well as to be represented by
them, without discrimination, intimidation, unfavorable treatment or retaliation.
These principles are equally promoted with suppliers, service providers and business partners.
Safety, Health, Hygiene and Well-Being
Grupo Bacalhôa ensures its employees a safe and healthy working environment and conditions,
prohibiting any form of harassment, “bullying” or “mobbing”, and promotes the dissemination of the
principles, values and standards essential to maintaining and consolidating a culture of risk
prevention in the workplace.
All addressees are committed to ensuring the prevention of workplace accidents and the
maintenance of safety, complying with and enforcing applicable standards, with active policies
being implemented to promote health, hygiene and well-being in the workplace, ensuring the
well-being and productivity of employees and compliance with applicable legal obligations in this
area.
Use of Drugs, Narcotics and Alcohol
In the exercise of their duties, our people undertake not to use drugs, narcotics or other illicit
substances, nor to consume alcohol during working hours, with a view to preserving the health
and well-being of each employee, as well as ensuring the maintenance of safety conditions in the
workplace, in order to prevent occupational risks and minimize the likelihood of workplace
accidents.
The prohibition on alcohol consumption does not apply to special events held for work reasons
(wine tastings, events, etc.), which must always take place in moderation, in order to avoid the
same type of risks referred to above.
Non-Discrimination
In carrying out their activities, duties and responsibilities, the Administration and Employees must
act in accordance with the principles of non-discrimination and combating harassment in the
workplace, not acting in a discriminatory manner towards our own or any other people, namely on
the basis of race, religion, sex, sexual orientation, ancestry, age, language, territory of origin,
political or ideological beliefs, characteristics and/or physical disability, economic situation, social
context or contractual relationship, with policies and measures also being promoted to prevent
discriminatory conduct, including with a view to furthering gender diversity within the organization.
Harassment
Our working environment must be based on mutual respect, the sharing of experiences and
knowledge, and mutual support, with no tolerance for any conduct that may constitute
harassment, whether moral or sexual, including forms of intimidation, namely the practice known
as “bullying” and bad-faith reporting.
Our people's commitment must be to reject any intimidating behavior and to assume the duty to
report, through the channels established for that purpose, any situations of which they are aware
or have well-founded suspicion, that may constitute harassment and/or “bullying”.
Considering the provisions of Article 29 of the Portuguese Labor Code, the following conduct, by
way of example, is expressly prohibited as being capable of constituting harassment in the
workplace:
- Systematically devaluing and disparaging the work performed;
- Promoting social isolation;
- Ridiculing, directly or indirectly, a physical or psychological characteristic;
- Making recurring threats of dismissal;
- Failing to assign any professional duties, which constitutes a violation of the right to effective
occupation of the position;
- Systematically setting work targets and objectives that are impossible to achieve or
unworkable deadlines;
- Systematically assigning duties unrelated to or inappropriate for the professional category;
- Systematically appropriating ideas, proposals, projects and work without identifying their
author;
- Systematically spreading rumors and malicious comments or repeated criticism about
employees;
- Systematically giving confusing and imprecise work instructions;
- Systematically requesting urgent work without necessity;
- Transferring the employee to a different department or workplace with the clear intention of
promoting their isolation;
- Constantly speaking in a manner intended to intimidate people;
- Systematically creating objective situations of “stress”, in order to cause the employee to
lose control of their conduct, such as systematic changes or transfers of workplace.
Equal Opportunities
At Grupo Bacalhôa we hold our people accountable and value them based on merit, allowing
them to take on the autonomy and responsibility associated with their ability and commitment.
Training
Grupo Bacalhôa provides its people with appropriate training, including in relation to this Code, in
order to ensure continuous learning, to promote their personal and professional development, and
employees must attend the training actions offered to them.
Privacy and Personal Data Protection
Grupo Bacalhôa is committed to strict compliance with data protection legislation in force at any
given time and to guaranteeing the effectiveness of the rights arising therefrom for its people, who,
in the exercise of their duties, must scrupulously comply with the data protection principles set out
in applicable legislation and internal standards.
4. Our Commitments to Our Shareholders and Investors
To our shareholders and investors, we want to ensure that all relevant information is accurate and
accessible in accordance with legal and statutory requirements.
Compliance with Law and Regulation
Grupo Bacalhôa fulfills its legal and regulatory information duties applicable to regulatory
authorities, its shareholders and the market in general, doing so in a transparent and appropriate
manner.
Transparency and Integrity
Grupo Bacalhôa is committed to maintaining accurate and complete information and records, as
well as to reporting the company's performance transparently, in accordance with applicable legal
duties and best practices, complying with legislation and best practices in terms of transparency,
not engaging in any fraud, nor in the falsification or withholding of documents or information, within
what is legally permitted, treating all records of financial and non-financial indicators in an
authentic manner, complying with the legal and internal requirements for the handling of
documentary information, as well as ensuring the integrity, accuracy and clarity of published
information.
Confidentiality
It is the commitment of Grupo Bacalhôa's people that all information they become aware of in the
course of their duties is for strictly internal use, undertaking not to improperly share, including after
termination of their duties, any information of which we have become aware as a direct and
exclusive result of the position we hold at the company.
Employees must maintain confidentiality and keep confidential all information and facts relating to
the Group's activities to which they have access and which are not publicly known or whose
disclosure is not required by law or court decision.
Social Media and External Communication
In light of new methods and trends in social communication and their potential impact on Grupo
Bacalhôa, our people are committed to using social media and traditional media in an ethically
responsible manner, contributing to reinforcing Grupo Bacalhôa's image of cohesion and value
creation.
Communication with the media and with institutional investors must be carried out only by the
Administration, by people from the communication areas, or by those designated by the company
for that purpose, with all content publicly disclosed about the Company having to be previously
validated and approved by the Administration.
Non-Competition / Exclusivity Regime
All employees are required not to compete, directly or indirectly, with Grupo Bacalhôa, by carrying
out activities that could be understood as competing, under penalty of committing a serious
breach with disciplinary relevance, liable to constitute just cause for dismissal, and liable for
compensation for any losses that may arise from that violation.
Any activity carried out by an employee, on their own account or independently, or through a
company in which they participate, directly or indirectly, that aims at the development of an activity
similar to that carried out by Grupo Bacalhôa, or that leads to the promotion, sale, distribution or
marketing, on any basis, of products and/or services provided, marketed or distributed by Grupo
Bacalhôa, or that compete with these by operating in the same market, is considered competing.
It is for the Administration to authorize, on a case-by-case basis, exceptions to the exclusivity
regime.
Bribery and Trading in Influence
At Grupo Bacalhôa we only contract for services and acquire goods lawfully, paying their fair
value, acting with the best practices to combat bribery and trading in influence, and undertaking to
expressly reject any bribes, whether active or passive.
Payments to Public/Private Entities and their Employees
Grupo Bacalhôa maintains a cooperative attitude towards public authorities and local
communities, guided by rules of transparency and independence, with full availability and
openness to improving the legal environment of its business.
At Grupo Bacalhôa, any payments to public or private entities, as well as to any of their
employees, are based on lawful grounds, whether under applicable legislation or contract,
keeping, on a systematic basis, a detailed record of the recipient of the payment, its strict
necessity, nature and legal grounds.
In carrying out our duties, we undertake to scrupulously observe applicable legislation on the
prevention of corruption, not making any payment or granting any economic advantage beyond
what is permitted by applicable law and documented accordingly.
Conflicts of Interest
Grupo Bacalhôa is committed to avoiding conflicts of interest, as well as to making efforts to
ensure that appropriate prevention mechanisms are in place in the contracts in which it
participates.
Grupo Bacalhôa's people may not negotiate on their own behalf or in competition with it, and are
also prohibited from obtaining personal benefits, advantages or favors by virtue of the position
held or the duties performed.
Grupo Bacalhôa selects its business partners, seeking to engage with entities that share the same
framework of ethical principles that it follows.
The selection of suppliers is carried out impartially, based on criteria such as quality, capacity for
innovation, price, supply capacity, performance, trust, continuity and sustainability over time.
Gifts
Grupo Bacalhôa's people must not accept or offer any gifts, favors, benefits or invitations of a
personal nature from third parties, for themselves, their family members or on behalf of another
person. Any unauthorized gifts that, for any reason, cannot be refused or returned, must be
brought to the attention of the line manager.
The above restriction does not apply to offers or payments for goods or services, such as travel,
meals, accommodation or entertainment, provided by third parties to the Employee due to the
exercise of their position, in the context of their representative duties and in the interest of Grupo
Bacalhôa. These exceptions must be previously communicated to the line manager.
The offer of goods to any external entity, made by a Grupo Bacalhôa Employee, is only admissible
provided that, cumulatively, it is made on behalf of the company, is related to their activity and
corresponds to the customary practices of the sector, and must be previously approved by the
respective line manager.
The offer or receipt, under any circumstances and regardless of value, of money, cheques and
other assets subject to legal restrictions, is prohibited.
Anti-Corruption Policy
At Grupo Bacalhôa, no conduct involving acts of corruption, trading in influence, the improper
receipt or offer of advantages, or the payment or receipt of any benefits contrary to this Code of
Conduct, is acceptable.
Money Laundering
Money laundering consists of the introduction into the financial system and/or conscious or grossly
negligent use, in a lawful transaction, of funds arising from illegal activity, as well as the use of
funds to support criminal activities, including acts of terrorism, and Grupo Bacalhôa is therefore
committed to acting in a manner compatible with applicable legislation and best practices in the
prevention of money laundering.
Likewise, we will act to ensure transparency in transfers of any amounts from Grupo Bacalhôa to
third parties, in compliance with applicable legal standards, and to report them as provided for
under applicable legislation.
Use of Business Information
Through the positions we hold, we may have access to information about Grupo Bacalhôa that is
not publicly available and that may be considered relevant.
The use or disclosure of privileged information is illegal and may result in serious sanctions for
Grupo Bacalhôa and for our people.
Grupo Bacalhôa's people undertake, when in possession of privileged information, not to use that
information to unlawfully take advantage of business opportunities.
Shareholders and Corporate Governance
At Grupo Bacalhôa we act with a view to creating shareholder value and protecting the interests of
our shareholders and investors, committing to respect the principle of equal treatment of
shareholders and to comply with applicable legal rules and internal regulations on corporate
governance matters.
Protection of Bacalhôa's Assets
Grupo Bacalhôa's assets include, in particular, facilities, goods and equipment, computers and
information technology systems, business opportunities, business information and financial
resources.
Grupo Bacalhôa acts to protect its assets, creating the necessary security conditions, namely
ensuring that access credentials are secure and that information technology equipment is used
securely against cyberattacks.
It is our responsibility to protect Grupo Bacalhôa's assets, whether tangible or intangible, and to
use them as efficiently as possible in Grupo Bacalhôa's interest, preventing their damage, loss,
destruction or improper use.
We undertake that IT equipment, telephones, email and internet access must be used for
professional purposes, remaining alert to cyberattacks and fraud such as “phishing”, immediately
reporting any incidents to the IT Department.
We are aware of our duties to protect Grupo Bacalhôa's confidential information and intellectual
property, namely patents, trademarks, know-how, trade secrets relating to operations or
technology, and copyright, understanding that we must not share company information, in
particular in public forums or on social media.
5. Our Commitments to Our Suppliers and Business Partners
Suppliers and business partners are essential to maintaining the high quality standards we
pursue, with particular focus on Fairness and Fair Trading Practices.
Fairness
Grupo Bacalhôa is committed to contracting its suppliers of goods and services based on
competitive and transparent processes, in which competitors are treated according to
non-discriminatory rules, with their ethical and professional performance being assessed in
addition to commercial conditions and technical skills.
Fair Trading Practices
Grupo Bacalhôa adopts fair trading policies aimed at protecting consumer rights, supporting all
activities that seek to prohibit restrictive trade practices, unfair practices or abuse of bargaining
position.
Grupo Bacalhôa operates fairly, in full respect of agreed contractual conditions, with all its
suppliers and partners, and expects the same conduct from them.
Human Rights in the Value Chain
Grupo Bacalhôa seeks to engage with suppliers, service providers and business partners that
respect Human Rights and fundamental labor rights, namely the prohibition of child labor and
forced or coercive labor, freedom of association and collective bargaining, equal opportunities,
non-discrimination, the prevention of harassment and the existence of safe and decent working
conditions.
Whenever practices incompatible with these principles are identified, Grupo Bacalhôa may
request the adoption of corrective and preventive measures and assess the continuity of the
respective business or partnership relationship, taking into account the nature and severity of the
situation.
6. Our Commitments to Our Customers
Grupo Bacalhôa is committed to a constant effort to develop and build relationships of trust and
empathy with customers, as well as to offer its customers and consumers a diversity of choice at
competitive prices, pursuing the highest standards of safety and value for money, and dedicating
special attention to customer service.
Quality of Our Products and Services
Our customers are the reason for our existence, which is why we are committed, in our
relationship with customers, to acting with the highest level of professionalism, respect and
courtesy, offering sustainable products with high standards of quality and food safety, in order to
meet the expectations of customers and consumers, ensuring their recognition and increasing
levels of trust and satisfaction, as well as the quality and integrity of the products and services we
provide, always remaining alert to anomalous situations that may compromise the quality of
products and services.
Competition
Grupo Bacalhôa believes in healthy competition and supports the development of appropriate
competition laws, committing to treating our competitors with respect, without using any offensive
or unfair practices.
Protection of Customer Data
Grupo Bacalhôa is committed to ensuring that our customers' personal data is not transmitted
without their consent, except where such consent is not legally required or the transmission
thereof arises from compliance with applicable law or a court decision.
7. Our Commitments to Society
Grupo Bacalhôa seeks to manage in a balanced manner the relationship between the necessary
economic prosperity and an active contribution to social and cultural development, as well as
environmental preservation, in the regions where we are present.
Sustainability
In compliance with European and national standards and best practices and the United Nations
(UN) Sustainable Development Goals, Grupo Bacalhôa's conduct has as a fundamental point the
adoption and pursuit of measures which, within the scope of its activity, ensure sustainable
conduct, taking on responsibility for the impact generated by its business. In this way, the aim is to
ensure that Grupo Bacalhôa remains innovative and prepared for the future, while at the same
time contributing positively to society and the environment, creating value for all stakeholders and
for future generations.
Our commitment, in terms of sustainability, is therefore expressed through:
- Respecting nature: reducing our environmental footprint and contributing to a more
sustainable community
- Passing on the torch: sharing knowledge, culture and continuously investing in R&D
- Generating social value: to be a global, agile and efficient organization, the approach is
centered on people, on attracting, developing and retaining the skills needed to face future
challenges, in a healthy, inclusive and supportive organizational culture.
Human Rights
Grupo Bacalhôa recognizes that Human Rights are universal, indivisible and inherent to the
dignity of all people, committing to respecting and promoting them in the development of its
activities and in its relationships with employees, customers, communities, suppliers, service
providers and business partners.
It seeks to prevent and minimize the negative impacts that its activity may cause, directly or
indirectly, on people and communities where it is present, ensuring responsible, inclusive conduct
that respects applicable legislation and internationally recognized principles.
It also values dialogue with communities, seeking to listen to them and provide adequate
information whenever decisions or activities likely to have a significant impact are at stake.
Corporate and Social Responsibility
Grupo Bacalhôa is committed to contributing to the promotion of quality of life and socioeconomic
development in the communities where it operates, positioning itself as an organization that fully
respects applicable legislation in the creation of value associated with our activity, incorporating
into our culture matters of social responsibility, on ethical, social, cultural, economic and
environmental levels.
Being an Employer of Reference
Grupo Bacalhôa is committed to areas of action to support our people, focusing on 3 strategic
pillars – health and safety, training and personal development, and social support – thereby taking
on a relevant role in developing initiatives that seek to meet the needs and expectations of
employees.
Respecting the Environment
Grupo Bacalhôa is committed to conducting its business in a conscious and environmentally
respectful manner, with the aim of ensuring that its processes and products have the minimum
possible adverse impact on the environment, promoting, in particular, the reduction, reuse,
treatment and recycling of waste and packaging, and developing efforts to reduce and prevent the
generation of polluting emissions and promoting the rational use of material and energy
resources.
We are committed to actively participating in the implementation, within Grupo Bacalhôa, of the
most advanced environmental policies, with a view to sustainable development.
8. Final Provisions
Entry into Force
This Code repeals the previous version and enters into force on 01/09/2026.