The Code of Conduct (Code) is at the core of how Navantia Australia operates both externally and internally. It sets out the principles and values of business behaviour and is a written reflection and a public display of commitment to these principles and values.
The Code applies to Navantia Australia, all subsidiaries in which Navantia Australia holds the majority, joint ventures, and other instruments for the development of business.

The expected effect of the Code is to provide all parties with awareness of the standard of behaviour that must be complied with. These parties also expected to promote adherence and model behaviour in line with the Code. Whilst the Code is aimed at all those who work for Navantia Australia, it demonstrates to the entities we interact with what they can expect in their dealings with Navantia Australia and the type of behaviours which we in turn expect of them.

This Code was published in June 2023.

Code of Conduct 00 Introduction

What the Code of Conduct is
The Code of Conduct (Code) is at the core of how Navantia Australia operates both externally and internally. It sets out the principles and values of business behaviour and is a written reflection and a public display of commitment to these principles and values. The Code applies to Navantia Australia, all subsidiaries in which Navantia Australia holds the majority, joint ventures, and other instruments for the development of business.

What the Code of Conduct is not
The Code is not a substitute for legislation. The Code is not an internal comprehensive company regulation.

Navantia Australia has processes, procedures and operating standards which have been approved and issued within the organisation, which should be known and upheld.

Who is the Code of Conduct aimed at
The Code is aimed at all those who work for Navantia Australia. This includes, but is not limited to:

  • Directors
  • Executives
  • Employees
  • Representatives
  • Officials
  • Agents.

Mediators acting in the interest or behalf of Navantia Australia.

Additionally the Code demonstrates to the entities we interact with what they can expect in their dealings with Navantia Australia. Throughout this document this group will be referred to as the Parties.
What effect the Code of Conduct is expected to have The expected effect of the Code is to provide all parties with awareness of the standard of behaviour that must be complied with.
These parties also expected to promote adherence and model behaviour in line with the Code.

What effect the Code of Conduct isn’t expected to have
The Code is not expected to:

Replace legislation or internal policies and procedures.

Negate the need for the relevant parties to know the requirements and understand legislation, policies or procedures.

Who is the Code of Conduct aimed at
The Code is aimed at all those who work for Navantia Australia. This includes, but is not limited to:

  • Directors
  • Executives
  • Employees
  • Representatives
  • Officials
  • Agents
  • Mediators acting in the interest or behalf of Navantia Australia.

Additionally the Code demonstrates to the entities we interact with what they can expect in their dealings with Navantia Australia. Throughout this document, this group will be referred to as the Parties.

What effect the Code of Conduct is expected to have
The expected effect of the Code is to provide all parties with awareness of the standard of behaviour that must be complied with. These parties also expected to promote adherence and model behaviour in line with the Code.

What effect the Code of Conduct isn’t expected to have
The Code is not expected to:

  • Replace legislation or internal policies and procedures.
  • Negate the need for the relevant parties to know the requirements and understand legislation, policies or procedures.

Code of Conduct principles
The principles of the Code are:

  1. Comply with legislation
  2. Act with integrity and impartiality
  3. Respect individuals
  4. Always apply applicable health and safety standards
  5. Protect the environment
  6. Operate efficiently
  7. Act appropriately in international markets
  8. Use and protect information
  9. Commit to quality.

Each of these principles requires adherence to certain rules.
The most significant component of these rules is expanded in internal procedures, policies or contract clauses as outlined below.

01 Comply with Legislation

The first principle of the Code is to comply with applicable laws of the country. There is a specific commitment to pursue violation and to cooperate with the relevant authorities on such violations.
Where permitted by law Navantia Australia may choose the most applicable law for its dealings.

Authorities and public representatives
When dealing with authorities and public representatives Navantia Australia will act with respect and in accordance with the relevant legislation in order to promote and defend its corporate interests.

Money laundering
Navantia Australia is deeply committed to working against money laundering practices. The relevant parties of the Code are not permitted to promote, facilitate, participate in or conceal any money laundering operations and will cooperate with Navantia Australia in reporting money laundering operations.

Registry of financial transactions
All transactions of economic significance carried out by Navantia Australia will be clearly and accurately recorded in appropriate accounting records representing a true and fair view of the performed transactions and will be available to internal and external auditors.

The recipients of this code of conduct, who in the course of their work must enter financial information into the company’s systems, will do so in a complete, clear and precise manner, in order to reflect, as of the corresponding date, the rights and obligations in accordance with the applicable regulations.
Navantia Australia undertakes to implement and maintain an appropriate internal control system regarding the generation of financial information, guaranteeing regular supervision of its effectiveness. The accounting records shall be available to internal and external auditors.

To this end, Navantia Australia undertakes to provide its employees with the training required for them to know, understand and comply with the commitments established by the company regarding internal control over financial information.

02 Act with Integrity and Impartiality

The development, implementation and application of policy is based on integrity and impartiality in all business dealings.

Act in Navantia Australia’s best interest
Under no circumstances are parties to put their own interests above those of the company and its global interests.

Rejection of arbitrariness
No arbitrary action may be taken, nor in any case may self-interests or third-party interests be placed before, either in order to favour themselves or to do harm, or making a decision other than one which objectively proves most suitable for the interests of Navantia Australia.

Conflict of interests
A conflict of interest arises when relevant parties are required to make a decision which impacts Navantia Australia and the relevant party or their relatives or friends, for example:

  • Recommending or awarding a Navantia Australia contract to a company in which a relative has an interest in.
  • Making a decision that may directly benefit a close friend with an interest in the decision outcome.

If a party becomes aware of a potential or apparent conflict of interest, they are required to notify the relevant managers of Navantia Australia and, where applicable, the relevant working group or committee.
Individuals cannot make decisions on the existence of a conflict of interest. When the conflict of interest has been investigated a decision will be made, on a case-by-case basis, on the way to proceed.

In considering the potential conflict of interest the relevant party must bear in mind not only the integrity and impartiality of the person, but also the reputational impact for Navantia Australia.

Insider information
Recipients of this Code of Conduct will never use the information they know as a result of their relations with Navantia in order to obtain a personal economic advantage, nor will they provide it to third parties so that they can obtain the same type of advantages.

Gifts and hospitality
This applies when dealing with third parties. Giving gifts or making invitations where the economic value exceeds what can be considered reasonable in the circumstances and country involved is not acceptable.

Where a gift and/or hospitality is rejected, it is to be done so with respect and with an explanation of adherence to Navantia Australia’s Code of Conduct.
In the event where it is necessary to accept the gift and/or hospitality, such as foreign business practices, the gifts and/or hospitality are to be accepted on behalf of Navantia Australia.

Rejection of corrupt practices and bribes
Navantia Australia rejects any kind of corrupt practice, especially bribery. All recipients of the Navantia Australia Code of Conduct shall refrain from promoting, facilitating, participating or covering up any form of corrupt practice, and shall in any event proceed to report any corrupt practice of which they are aware of.

In developing its international business, Navantia Australia will be guided by the recommendations and guidelines issued by business associations and the Organisation for Economic Cooperation and Development (OECD).

Free and fair competition
Navantia Australia is firmly committed to free and fair competition. Practices that are considered anti-competitive are:

  • Unlawfully obtaining information about the product or a competitor’s offer.
  • Consulting with one or more competitors in order to fix prices or other key supply elements of an offer.
  • Disseminating false or misleading information which could be considered detrimental to competitors.

Contract enforcement
When Navantia Australia enters a contract it does so with the will and commitment of the contract to fulfil all the agreements made. Relevant parties may not prevent or unreasonably impede the fulfilment of Navantia Australia’s contracts.

Honest negotiation
When the recipients of this Code of Conduct negotiate for or in the interest of Navantia Australia, they will always do so without applying dishonest or unfair practices.

Intellectual and industrial property
Navantia Australia is committed to the protection of its own and third party intellectual and industrial property.

The recipients of this Code of Conduct expressly prohibit the reproduction, copying, distribution or communication of software programs, literary, artistic or scientific works and the use of industrial designs, trademarks, trade names, patents, utility models and topographies of third-party semiconductors without the proof that Navantia has the corresponding rights and/or licences.

Subject to the provisions of the applicable legislation from time to time, the intellectual and industrial property resulting from the work of Navantia Australia’s employees during their tenure at the company, and which relates to Navantia Australia’s present and future business, shall be the property of the company.

Probity
When negotiating on behalf of Navantia Australia the relevant parties will do so showing ethical behaviour, avoiding dishonest or unfair practices.
In developing international business, Navantia Australia will follow the recommendations and guidelines issued by business, associations and the OECD.

03 Respect for Individuals

Respect for individuals is an essential principle governing all of Navantia Australia’s actions.

Respectful treatment
Parties to this Code are always to treat individuals with due respect. Disrespectful actions or words, spoken or written, against any person are not permitted.

Violent and aggressive behaviour
Navantia Australia prohibits any type of violent or aggressive behaviour, including but not limited to:

  • Physical aggression
  • Threat of physical aggression
  • Verbal abuse.

Equity and fairness

Navantia Australia aims to guarantee its employees equal and non-discriminatory treatment. All people will be treated fairly regardless of race, religion, sex, sexual orientation, nationality, age, pregnancy, disability and other legally protected groups.

Navantia Australia is committed to equality. Parties of this Code will act knowing and adhering to this commitment.

Harassment and bullying
Navantia Australia does not condone any type of harassing behaviour including bullying and sexual harassment. Parties to this Code commit to be aware of and apply Navantia Australia’s policies for the prevention and appropriate handling of harassment and bullying.

Respect for human rights
Navantia Australia is committed to respecting the human rights of all individuals. Navantia Australia is focused on the follow-up and fulfilment of human rights in relation to its employees.

A particular focus is placed on the human rights related to business activities such as the right of association, the rights of young people and the right to fair and favourable employment conditions.

04 Always apply Applicable Health & Safety Standards

Risk prevention
Priority is given to the protection of the physical integrity and health of Navantia Australia employees.
Navantia Australia will comply with the applicable laws at all times and will inform all parties of this Code about the rules and procedures for the prevention and removal of occupational hazards.

Parties to this Code are required to inform Navantia Australia, through relevant supervisors, managers or representatives, of work health and safety issues including the existence of rule violation.

Drugs and other substances
Navantia Australia is committed to a work environment that is free of drugs and the influence of other substances that can alter a person’s behaviour.

Whilst on Navantia Australia’s property or conducting business for Navantia Australia elsewhere the parties to this Code will refrain from using drugs, prohibited substances, alcohol or other substances which may have an adverse effect on behaviour.

Additionally, parties will also refrain from abusing alcohol or other substances which may have an adverse effect on behaviour.

05 Protect the Environment

Protecting the environment is one of the guiding principles of Navantia Australia’s business activities.

The company will always act in accordance with laws and other regulations related to environmental protection.

Navantia Australia will provide an adequate system of standards and environmental management procedures, in accordance with applicable legislation, with the aim of identifying and minimising environmental risks.

Navantia Australia will provide parties to this Code with appropriate knowledge of all company rules and procedures relevant to their activity and level of responsibility.

Parties to this Code are to ensure compliance and to inform the appropriate stakeholders of all environmental issues they are aware of.

06 Operate Efficiently

Obtaining margin
The corporate purpose of Navantia Australia is to obtain a certain margin in its business operations, within the limits established by law, contracts and this Code.

Adequate resource management
In order to facilitate Navantia Australia obtaining the required business margin, parties to the Code will at all times manage the company’s resources efficiently.

Using company resources appropriately
Except for those cases where the law or the company’s rules authorise the use of company resources for personal purposes, parties to this Code will refrain from using any of the means of the company for personal purposes.

Assets availability
The recipients of this Code of Conduct must ensure the integrity of Navantia Australia’s assets when carrying out their activity, in order to preserve them and not be detrimental to possible creditors.
To this end, they shall protect and take care of the assets available to them or those to which they have access in the performance of their functions and shall use them in a manner appropriate to the purpose for which they have been delivered.

Navantia Australia prohibits the disposal, transfer, assignment, concealment, etc. of any property owned by Navantia Australia, which might be carried out in order to avoid fulfilment of its responsibilities vis-à-vis creditors.

07 Act appropriately in International Markets

Licenses and import and export permits
Within all import and export operations, including the importing of information, Navantia Australia will act within the frame of the applicable country laws.
Parties to this Code are to comply with the applicable law in all export and import operations. Parties will also provide authorities with any required information under legal grounds and will take the necessary steps to obtain the permits and approvals required to perform the operation involved.

Antitrust policies
When acting in international markets, Navantia Australia is committed to always complying with the antitrust laws of various countries. Parties to this Code involved in international operations should know and follow the antitrust requirements under the law of the countries involved.

08 Use and Protection of Information

Australian privacy principles and the protection of confidential information
Navantia Australia has access to client and supplier information which is provided under the terms of confidentiality. The company is committed to keeping this information secure and treating it as confidential. This commitment applies to all parties to this Code.

Navantia Australia stresses that while operating it generates valuable information which if disclosed could harm company operations. Given this, Navantia Australia undertakes to clearly regulate the identification, management and protection of its confidential information.

Personal data protection
Australian laws protect sensitive personal information preventing it from being illegally disclosed or stored inadequately.

Navantia Australia pays particular attention to protecting personal data and always acts in accordance with applicable laws.

Parties to this Code, particularly those handling or managing personal data, are required to adhere to the applicable legislation and ensure its enforcement.

Classified information
The nature of Navantia Australia’s business means that the company often has access to classified information. This information is subject to specific protection procedures which Navantia Australia sees as a priority.

The parties to this Code should be aware of and comply with the relevant legal standards for managing classified information.

Commitment to transparency
Provided the disclosure of confidential or classified information is adhered to, Navantia Australia is committed to operating transparently.

Given this Navantia Australia will publicly provide the compulsory information set out in laws and ensure that relevant information, which is reasonable to disclose, related to business operations is disclosed.

09 Commitment to Quality

Quality principles are part of Navantia Australia’s culture.

This ensures the company achieves maximum client satisfaction and adheres to contract requirements.

Navantia Australia will evaluate client satisfaction, analyse results and implement appropriate improvement measures.

Implementation of management and operational activities through the Quality Management System allows the company to comply with necessary quality requirements of the company, the customer or other interested parties.

10 Implementation of the Code of Conduct

Training activities
Navantia Australia will carry out training activities required for all its employees to be sufficiently familiar with this Code of Conduct and its contents. Training will include criteria and guidance for resolving any doubts according to level of experience.

Alongside general training, Navantia Australia will provide specialist training to those groups of its officers or workers who, as a result of their tasks, must have a more precise and detailed knowledge of the rules of conduct applicable to their area of activity.

Support and advice
All recipients of this Code of Conduct will have the following channels available for discussing any doubts about the Code of Conduct and so they can ask for advice and support: e-mail: hr.au@navantia.com.au.

Supervision and monitoring
The Code of Conduct is subject to periodic verifications to check the validity of the conducts set out therein, in such a way that Navantia Australia has an overview at all times allowing it to take all actions required for its suitability and effectiveness.

Navantia Australia is reasonable to ensure that the values system adopted in the Code of Corporate Conduct is up to date, proposing to the Board of Directors any updates and integrations that may be necessary.

Immediately and unequivocally notify the Board of Directors of any violations of the Manual which may arise in the performance of the reviews. Report regularly to the Board of Directors on the review activities that are carried out.

In addition, Navantia Australia has a Directorate for Internal Audit that defines and executes the annual audit plans under the supervision of Sociedad Estatal de Participaciones Industriales (SEPI). In the event that it detects any breach of the code of conduct in the performance of its internal control functions, it shall report this to the Managing Director or the Board of Directors.

Whistleblowing channel
The Code of Conduct recipients and informed parties must inform Quality and Risk Manager, internal auditor or senior managers of Navantia Australia, as soon as they reasonably suspect, any breach or infringement which they may observe during the carrying out of their professional activities. This can be done through Navantia Australia’s internal Whistleblowing Channel accessible via the intranet or by the mechanisms outlined in Navantia Australia’s Whistleblowing Policy which is available here.

Reaction to non-compliance with the Code of Conduct
Where there are indications of a violation of the Code of Conduct that can be punishable by law, Navantia Australia will proceed to inform the competent authorities thereof.

If a violation of the Code of Conduct legitimately allows the company to take disciplinary action against its officers, employees or workers, including termination, the company will take appropriate steps in order to carry out such actions in accordance with its Discipline Procedure.

Lastly, if the breach has been committed by the representatives, proxies, agents and mediators of Navantia, suppliers or partners, the company will act in accordance with the terms established in its respective contracts and may terminate the relationship.

Management of discriminatory or harmful situations of workers’ rights
Reports regarding possible discriminatory or harmful situations regarding workers’ rights will be included within the scope of the Whistleblowing instruments.

However, given its specific nature and its significance in the field of employment and the rights of workers, it is considered highly desirable that the management of such reports be subject to a procedure that is independent from the internal Whistleblowing Channel. Any notification received through the internal Whistleblowing Channel regarding this matter will therefore be redirected to the Company’s HR Chief in order to initiate the corresponding investigation proceedings to establish the existence of possible violations.

Navantia Australia’s Whistleblower Policy is an important tool for helping to identify wrongdoing that may not be uncovered unless there is a safe and secure means for disclosing wrongdoing. Any notification received following the Whistleblowing Policy will fall under the responsibility of the Public Interest Disclosure (PID) Coordinator which is the responsibility of the Quality & Risk Manager pid@navantia.com.au

Conclusion
The Code of Conduct is an essential part of Navantia Australia’s business operations. It is imperative that all principles are adhered to, and any non-compliance is considered seriously. For further information or to discuss/report a concern please contact hr.au@navantia.com.au.