CODE OF ETHICSApproved by the Board of Directors’ meeting held on 12 April 2017

CONTENTS01. SCOPE OF APPLICATION AND INTERESTED PARTIES 3

02. OUR ETHICAL PRINCIPLES 5

03. CODE OF CONDUCT 7a) Correct Management of Corporate Governance 7b) Correct Information and Access 7c) Quality, Performance and Reliability in Client Relations 8d) Confidentiality of Information 8e) Correct Management and Control of Gifts and Benefits 8f) Correct Management of Sponsorships and Free Contributions 9g) Objective Assessment of Suppliers 9h) Safeguard of Suppliers 9i) Correct Management of Financial Flows 9j) Anti-Corruption 9k) Fair Competition 10l) Correct Management of Conflicts of Interest 10m) Safeguarding Health and Safety 10n) Environmental Safeguard 10o) Fairness when Selecting, Valuing and Safeguarding Personnel 10p) Correct Planning of Incentive Systems 11q) Safeguarding our Personnel’s Integrity 11r) Respect of Local Communities 11s) Correct use of Company Goods 11

04. APPLICATION AND COMPLIANCE 13

CODE OF ETHICS CONTENTS

Copyright Photo:Moreno MaggiEdoardo MontainaSalini Impregilo Image Library

CODE OF ETHICS SCOPE OF APPLICATION AND INTERESTED PARTIES

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The interested parties of this Code of Ethicsare the Directors, Statutory Auditors,Managers and Employees of Salini Impregilo,and all those who, both directly and indirectly,permanently or temporarily, establish relations,each within his/her relevant functional area andresponsibilities.

Interested parties must abide by the Law andby all applicable regulations in all the differentgeographical contexts in which Salini Impregiloworks, and must behave in compliance withthis Code. Interested parties must also knowand abide by the contents of the procedures

that are relevant to their work, according totheir function and level of responsibility. SaliniImpregilo firmly believes that compliance withthe Law is fundamental. The pursuit of thecompany’s interests cannot, therefore, in anyway justify any conduct violating the Law andthe rules set herein.

This Code of Ethics is valid in Italy and abroad.With regard to the latter, its application mustbe carried out according to the variouscultural, political, social, economic andcommercial realities of the various countries inwhich Salini Impregilo works in.

FOREWORD

The Code of Ethics defines the principles andbehavioural rules that must be followed by allthose who work for and with Salini Impregilo,drawing from it inspiration for their dailyactivities.

The Code of Ethics is a tool designed tosafeguard, guarantee and protect the Group’sassets and reputation, and like theOrganisational, Management and ControlModel pursuant to Legislative Decree 231/01,the Anti-Corruption policy, it is a fundamentalelement of our company’s ethical system.

01. SCOPE OF APPLICATION AND

INTERESTED PARTIES

CODE OF ETHICS OUR ETHICAL PRINCIPLES

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Salini Impregilo pursues value creation in itsactivities for all of its stakeholders, by carefullymanaging the company’s risk profile and byadopting a correct and transparent conducttowards them.

Every employee must act daily according to theethical principles that represent Salini Impregilo:

• Integrity: Salini Impregilo promoteslawfulness, honesty, equity, impartiality in allits behaviours, both within and outside itscompany, developing trustworthy relationswith its clients, business partners, suppliersand with every stakeholder.

• Correctness: Salini Impregilo adopts

maximum diligence when carrying outnegotiations, agreements or companyactivities.

• Reliability: Salini Impregilo uses everynecessary instrument to communicateclearly, completely and promptly, so that themarket and every interlocutor can makeinformed and mindful decisions.

• Sustainability: Salini Impregilo promotessustainable development through the qualityand excellence of its works. It also pursuesa constant dialogue with its stakeholders,focusing on human and labour rights, on itsworkers’ physical and moral integrity and onenvironmental safeguard.

02. OUR ETHICAL PRINCIPLES

CODE OF ETHICS CODE OF CONDUCT

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The ethical principles of Salini Impregilo areset through behavioural rules that everyinterested party of the Code must know andabide by:

a) Correct Management of CorporateGovernance

Salini Impregilo adopts a CorporateGovernance System based on therecommendations within the “CorporateGovernance Code” issued by the CorporateGovernance of Listed Companies Committee,and is structured to work according tomaximum efficiency criteria and guaranteecontinuously improved levels of transparency,contributing to the growth of the company’scredibility for investors.

Salini Impregilo, by adopting dedicatedinstruments and processes, promotes aninternal control and risk management culturecapable of guaranteeing the safeguard of

company assets, the efficiency andeffectiveness of corporate processes,reliability of financial data, respect of the lawand of internal rules and procedures.

Salini Impregilo adopts a collaborative, fairand transparent conduct in relation to anyrequest made by the Board of StatutoryAuditors, by the Integrity Board, by theIndependent Auditors and by the SupervisoryAuthority, when carrying out their institutionalfunctions.

Fairness of activities is guaranteed by aprocedural system that defines the methods for assuring that every operation and/or transaction is legitimate, motivated,authorized, consistent, reasonable, documented,registered and always verifiable.

b) Correct Information and AccessSalini Impregilo is committed to promptly

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providing truthful, exact and actualinformation to the public, so thatshareholders and the other stakeholders canaccess the information necessary for them tocarry out their investments, or other informedand mindful decisions connected to thecompany.

Salini Impregilo forbids any behaviour aimedat altering the correctness and truthfulnessof the data and information included withinfinancial statements, its reports or othercorporate communication to the publicprovided for by the Law.

c) Quality, Performance and Reliability inClient Relations

Salini Impregilo always adopts behavioursaimed at satisfying its clients’ needs, keepinghigh quality, performance and reliabilitylevels. Clients’ needs must be identified andsatisfied by using the company’s resourcesand synergies at their best and through acontinuous constructive dialogue.

Salini Impregilo bases its contractualrelations on fairness, transparency andequity, forbidding any exploitation of eventualweaker contractual powers or untruthfulnessof facts and conditions to improperlyinfluence clients during negotiations.

Salini Impregilo forbids and does notpromote actions carried out to obtainconfidential information safeguarded bycurrent Law.

Any action aimed at inducing, even if onlypotentially, clients or their representatives tocommit actions in breach of the current Lawof their relevant judicial system or omit dueactivities is forbidden.

d) Confidentiality of InformationSalini Impregilo treats all information(strategic and personal) related to suppliers,

clients, business partners, executivemanagers and employees, as confidential.

Company data are exclusively treated for thepurposes mentioned within the agreementsthat have been made and, in any case, withthe full consent of the interested party.

Confidential information is managed andcommunicated, pursuant to the Law and tocompany regulations, by the relevantfunctions.

Salini Impregilo condemns any abuse ofinformation known to Directors, executivemanagers, employees and externalconsultants through their function or office,especially behaviours aimed at exploiting thisinformation for transactions on SaliniImpregilo’s financial instruments.

Information concerning the company anddirected at the media can only be shared bycompany functions appointed to do so, orwith their prior authorization.

e) Correct Management and Control ofGifts and Benefits

Salini Impregilo adopts procedures thatforbid company personnel, and in generalanyone acting on behalf of the company toask/promise/offer or receive, both directlyand indirectly, gifts and/or benefits to/fromexecutive managers, functionaries oremployees of clients, suppliers,representatives of the Public Administration,both in Italy and abroad, and their relativesor people close to them, public institutions orother organizations, aimed at obtaining animproper benefit of any kind, not only as anadvantage and/or for personal interest, evenif only potential, of the company, but also tobenefit oneself, relatives or people oneknows.

Ordinary and reasonable entertainment

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expenses, small gifts of a low value andhospitality in the limits set by normal courtesyand in compliance with the relevant companyprocedures are allowed.

f) Correct Management of Sponsorshipsand Free Contributions

Salini Impregilo adopts procedures aimed atguaranteeing that sponsorships are carriedout to promote the image of the companyand its activities, guaranteeing theprofessional competence and reputation ofthe recipients of these activities andconsistency with the operation compared tothe principles described in this Code.

Relations with the territories and localcommunities that are part of Salini Impregilo’sactivities are developed even through freecontributions aimed at supporting works,after having ascertained the integrity andrespectability of the recipients and that theinitiative is consistent with what is mentionedin this Code.

Salini Impregilo does not pay any sums toany type of political and trade unionorganizations (political parties, politicalmovements, committees, etc.) not to any oftheir representatives.

g) Objective Assessment of SuppliersSuppliers are selected according to fairnessand impartiality principles. Selection is made by verifying the quality, technical-professional eligibility, respect of applicablestandards regarding human rights, labour lawaspects - including equal opportunity -health, safety and the environment andeconomic criteria.

Signatory acceptance of this Code by thesupplier is mandatory, and is an integral partof the work contract.

Salini Impregilo encourages its suppliers to

apply the same selection criteria whenselecting their sub-contractors, thereforeaiming at promoting compliance with theprinciples set out within this Code in everyphase of the supplier process.

h) Safeguard of Suppliers Salini Impregilo, when abiding by theagreements made with its suppliers, iscommitted to safeguarding confidentiality ofcompany information and its professionalknow-how. It therefore also asks itscounterparty to be fair when managing therelation.

Compensation paid to suppliers is exclusivelyin line with the service stated in the contract.Payments are not made to a subject differentfrom the person stated in the contract, nor toa Country different from the one formallymentioned in the contract.

Salini Impregilo sets its contractual relationson fairness and transparency. It undertakesnot to exploit any condition of dependenceand weakness pertaining to its suppliers.

i) Correct Management of FinancialFlows

Salini Impregilo abides by every national andinternational regulation and dispositionagainst money laundering and terroristfunding.

It is always forbidden to receive cashpayments, to be promised payments or tolaunder money, goods or any other utilityreceived from illegal or criminal activities, orcarry out actions that can hinder theidentification of their origin.

Contributions, funding or financings obtainedfrom any public or private body, even if of asmall value/sum, must always beconsistently employed for the reason forwhich they were granted.

CODE OF ETHICS CODE OF CONDUCT

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j) Anti-CorruptionSalini Impregilo adopts a “zero tollerance”policy towards any form of corruption. Italways undertakes to abide by Anti-Corruption regulations in force in thecountries where it works. It asks all of itsstakeholders to always act with honesty andintegrity.

Behaviours aimed at improperly influencingdecisions of representatives of public orprivate entities are always forbidden.

k) Fair CompetitionSalini Impregilo daily undertakes to guaranteeobservance of competition regulations of anyjurisdiction, and to collaborate with marketregulating authorities, in full compliance withfair competition principles and abstainingfrom carrying out collusive and illicitbehaviours, should its position be dominant.

Salini Impregilo forbids any collection ofinformation on competition (e.g. activities,production methods, technologies) carriedout illegally or contrary to Ethical principles(e.g. theft, corruption, false declarations, E-espionage).

l) Correct Management of Conflicts ofInterest

Directors, Executive managers, employeesand external consultants must avoid anysituation where a conflict of interest mayarise, guaranteeing that any decisionconnected to business activities is made inthe company’s interest, avoiding anysituation that could impair their independentjudgement, or contrast the responsibilitiesand tasks covered by them within thestructure or on behalf of Salini Impregilo.

m) Safeguarding Health and Safety Salini Impregilo wishes to keep the bestlevels of health, safety and hygiene for itsworkers, guaranteeing the needed

prevention and protection measures to avoidor reduce professional risks to a minimum. All recipients are called to preventively assessand manage risks, and to factually interveneto avoid unsafe situations and behaviours,contributing to keeping their workenvironment healthy and safe, whileguaranteeing the safety of their colleaguesand collaborators. Salini Impregilo undertakes to share HSEculture within the workplace, involving all ofits personnel through information andtraining.All employees, irrespective of their role, arecalled to contribute to occupational healthand safety, by actively participating inmanaging these aspects.

n) Environmental SafeguardSalini Impregilo undertakes to safeguard theenvironment in all of its activities. It does thisthrough processes, technologies andmaterials capable of reducing energy andnatural resource consumption, thereforeavoiding or limiting impacts deriving fromcompany activities, (pollution, greenhousegases, waste production and inconveniencesfor local communities). It also undertakes torestore worksite areas to their original state.

All recipients of this Code must alwayspreventively and attentively assess andmanage environmental aspects, and factuallyintervene to avoid improper environmentalbehaviours and situations. Salini Impregiloundertakes to sharing environmental culturewithin the workplace, involving all personnelthrough information and training.

o) Fairness when Selecting, Valuing andSafeguarding Personnel

Salini Impregilo promotes behaviours aimedat developing skills and the potential of itspersonnel. It offers, without any discriminationwhatsoever, equal work opportunities basedon professional qualifications and

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performance. Moreover, it acknowledges andpromotes its personnel’s diversity as anessential element for company growth.

Decisions regarding personnel must not bebased on favours, even sexual ones, or onpersonal and cultural differences. Adequatemeasures to avoid favouritisms, nepotisms orpatronage during the selection phase andhiring and during the actual work contractmust be observed, within the limits of theinformation available.

Salini Impregilo discourages work relationswith employees of the Public Administrationor former employees of the PublicAdministration, their relatives or people closeto them, who personally actively participateor participated to business bargainings orsubsided requests made by Salini Impregiloto the Public Administration, except for aneventual motivation of the competentfunctions.

p) Correct Planning of Incentive Systems Salini Impregilo envisages types of retributionthat are suitable for the company’s targetsand are structured to avoid the creation ofincentives that are not in line with thecompany’s interests. Everyone’s work isparametrised according to time and projecttargets, focused on a possible, specific, actual,measurable result, and in relation to the timetaken to reach said result.

q) Safeguarding our Personnel’s IntegritySalini Impregilo safeguards its personnel’sintegrity, guaranteeing work conditions thatrespect personal dignity and universallyacknowledged human and labour rights,safeguarding workers from acts of physical,psychological violence and “mobbing”, andcontrasting any behaviour that discriminatesor damages a person, his/her beliefs andinclinations, particularly in case of anyhandicap or physical or mental impairment,

to cultural and religious differences or to theirsexual orientation.

All types of irregular, juvenile, hard or forcedlabour are never tolerated. Salini Impregiloforbids and contrasts sexual harassment,behaviours or discourses that can disrupt aperson’s feelings and offend his or her senseof decency. Alcoholic substances or drugsduring work hours and in the workplace arealso always forbidden. It is forbidden toexploit one’s influential position to imposepersonal favours or any other behaviour thatis not expected by the work contract of one’scollaborators or by company regulations.

It is forbidden to acquire, share and usepornographic or pedo-pornographic materialusing company assets.

r) Respect of Local CommunitiesSalini Impregilo respects the rights andculture of the communities touched by itsactivities, and keeps an open-dialogue withthem.

Salini Impregilo supports and promotes theuse of local workforce and suppliers, asmuch as possible, therefore contributing tothe economic and social development of thecountries where it works.

s) Correct use of Company GoodsSalini Impregilo invests its personnel with theresponsibility of working with due diligence,in order to safeguard, keep and maintaincompany resources given to them for work purposes, and to use these only in the company’s interest, and neverimproperly.

Salini Impregilo undertakes to abide bycopyright and intellectual propertyregulations and forbids the use ofunauthorized software and data bases oncompany computers.

CODE OF ETHICS CODE OF CONDUCT

CODE OF ETHICS APPLICATION AND COMPLIANCE

The Code of Ethics is a binding instrumentfor anyone working for and with SaliniImpregilo. A system for monitoring andimplementing the principles contained hereinhas therefore been adopted for this purpose.

The Board of Directors is responsible forupdating this Code, upon proposal of theCEO, of the Board of Statutory Auditors, or ifit has received notifications regarding eventuallacks from the channels stated below.

The Compliance function must monitor theCode’s actual application, coordinating withthe other functions and relevant bodies sothat it is implemented correctly.

Interested parties must know its contentsand actively contribute to its implementation,proposing improvements to the relevantfunctions and/or notifying potential violations.

Any violation must duly be communicated tothe relevant Function through:

• the “Whistleblowing” link on the Home Pageof the Intranet @work site and on www.salini-impregilo.com or

• by sending an e-mail to: compliance@salini-impregilo.com

The Compliance Function acts according towhat has been set in the company procedures,to avoid whistleblowers any type of retaliation,discrimination or penalties, guaranteeing theiranonymity and confidentiality of information,without prejudice to the legal obligations andthe safeguard of Salini Impregilo’s rights. Recipients who violate the Code in any way willbe formally disciplined. This includes the possibletermination of their work contract or theinterruption of the existing commercial relation.Salini Impregilo undertakes to promote maximumcirculation of its Code of Ethics, particularly whennew resources are hired. It does this throughspecific communication and training activitiesaimed at making its contents easily applicable ineveryday life by all interested parties.

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