Code of ethics

The Code of Ethics is a document, approved by the Shareholders' Meeting and the company's administrative body, which sets out the values and principles that the Company identifies with and therefore deems binding for the conduct of its personnel and all those who interact with NEWDEL S.r.l.

In a context of consistency and compliance with the regulatory framework of Community, national and regional origin, the Code of Ethics defines the regulatory scope within which the activity of the Company and all its organizational and functional divisions must be carried out.

The Company has as an immutable principle the respect for laws and regulations in force, and the adoption of this Code of Ethics therefore assumes as a fundamental objective the identification of behavioral models suitable for pursuing two main goals:

1. to prevent or hinder any conduct contrary to legal requirements;
2. to incentivize the best possible professional conduct for all those who work in the interest of the company, specifically in consideration of the sharing and acceptance of specifically identified values.

NEWDEL is constantly committed to organizing and verifying its activities so that its employees or collaborators—especially those holding top positions, which involve the power to bind the COMPANY to third parties or to influence its specific obligations—do not commit any crimes or illicit acts of any kind, or act in a way that, by conflicting with the public interest, discredits the image and credibility of the COMPANY. The Code of Ethics includes the values identified and made explicit in the ‘General Principles’ .

PREMISES

1. NEWDEL operates in the field of conception, development, production, and marketing, direct and/or indirect, of products in the jewelry, watchmaking, fashion jewelry, and fashion accessories sectors.
2. NEWDEL respects the laws and current regulations in the matter;
3. NEWDEL is constantly committed to promoting and valuing diversity, offering support to all its employees and collaborators, and cultivating a work and competitive environment that respects differences in gender, genetic characteristics, race, ethnic or social origin, genetic traits, language, religion or creed, political or other beliefs, membership in a national minority, economic status, birth, disability, age, sexual orientation, or any other condition. It is also our company's conviction that diversity enriches human experience, improves the practice of any profession, creates conditions for innovation, and enhances creativity and personal growth, both moral and ethical. NEWDEL has therefore adopted a Code of Ethics and constantly monitors compliance with the rules contained in the Code by setting up adequate information, prevention, and control tools and ensuring the transparency of the operations and conduct of its collaborators and employees. It is therefore a precise commitment of all those who work for NEWDEL, directors, management, and, in general, all employees and collaborators who operate in Italy and abroad to achieve company objectives, to observe and ensure observance of the principles of the Code. Respect for the contents of the Code of Ethics plays a role of fundamental importance for the efficiency, reliability, and reputation of NEWDEL, which are decisive factors for the success of the enterprise and for the improvement of the social context in which NEWDEL operates.
4. NEWDEL is constantly committed to creating a work environment inspired by respect, loyalty, fairness, and collaboration, and promotes the involvement and empowerment of its executives, employees, collaborators, and professionals, in relation to the specific objectives to be achieved and the methods for pursuing them.

CHAPTER I - GENERAL PROVISIONS

Art. 1 - Scope of application and recipients

1. The principles and provisions of this Code of Ethics (hereinafter ‘Code’) constitute exemplary specifications of the general obligations of loyalty, fairness, and diligence that qualify the fulfillment of work performance and the behavior of employees and collaborators in the performance of work activity.
2. The principles and provisions of the Code are binding for Directors, persons bound by an employment relationship, and all other persons working on behalf of NEWDEL, regardless of the relationship that binds them to it. Directors, Employees, Collaborators, and Professionals are defined below with the term ‘Recipients’.

Art. 2 - General principles

1. The Code constitutes a set of principles whose observance is considered by NEWDEL to be fundamental for the regular conduct of activity, for the good functioning and reliability of management, and for the decorum and image of NEWDEL itself. Initiatives, behaviors, and relationships both inside and outside the NEWDEL corporate perimeter refer to these principles.
2. NEWDEL manages its human resources with the utmost attention and in absolute respect of professionalism, the dignity of the person, and respect for privacy, recognizing them as an element of primary importance for its development.

Art. 3 - Communication

1. NEWDEL takes care to inform all Recipients about the provisions and application of the Code, recommending full compliance.
2. In particular, NEWDEL provides, including through the designation of specific internal functions, for:

• dissemination of the Code to all Recipients;
• interpretation and correct understanding of the provisions contained therein;
• verification of effective compliance with the principles;
• updating the provisions with regard to the different needs that may arise from time to time.

Art. 4 - Responsibility

Each Recipient carries out their activity, or their work/professional performance, with loyalty, fairness, diligence, and efficiency, making the best use of the tools and time at their disposal and assuming all responsibilities of their competence.

Art. 5 Fairness

1. All actions and operations performed and conduct held by each of the Recipients in the performance of their function or assignment are inspired by legitimacy both formally and substantially, according to the laws and regulations in force and internal procedures, as well as the utmost fairness and professional loyalty towards all and the company itself.
2. Recipients do not use for personal purposes information, goods, and equipment at their disposal in the performance of their function or assignment, neither during work activity nor outside of working hours and time commitments assumed with NEWDEL.
3. Each Recipient does not accept or make, for themselves or others, pressures, recommendations, or reports that may cause prejudice or undue advantages for themselves, for NEWDEL, or for third parties; each Recipient also rejects and does not make promises of undue offers of money or other benefits.
4. If the Recipient receives explicit or implicit requests for benefits from a third party, unless they are commercial gifts of modest value, they shall immediately inform their hierarchical superior, or the subject to whom they are required to report, so that they may take appropriate initiatives.

Art. 6 - Conflict of interest

1. Recipients pursue, in the performance of their collaboration with the company, exclusively the objectives and interests of NEWDEL.
2. Recipients inform without any delay, taking into account the circumstances, their superiors or contacts regarding situations and/or activities in which they could hold interests in conflict with those of NEWDEL (or if such interests are held by close relatives), and in any other case in which relevant reasons of personal convenience of their own or of other employees and collaborators of the company occur. Recipients respect and accept the decisions eventually taken by the Company in this regard.

Art. 7 - Confidentiality

Recipients follow the directives and indications, generic but binding, of NEWDEL and guarantee the strictest confidentiality regarding all information concerning the corporate assets, the management and industrial organization of NEWDEL, and of any client of NEWDEL, which they become aware of on the occasion of and in relation to the services provided and not to use them for purposes other than those related to the planned services, nor to reveal them to third parties both during the continuation of the collaboration and after the termination of the same.

CHAPTER II - CONDUCT IN ACTIVITY

Art. 8 - General principles

1. NEWDEL, in the performance of its activities, respects the laws and current regulations and is constantly committed to promoting and valuing diversity, offering support to all its employees and collaborators, and cultivating a work and competitive environment that respects differences in gender, genetic characteristics, race, ethnic or social origin, genetic traits, language, religion or creed, political or other beliefs, membership in a national minority, economic status, birth, disability, age, sexual orientation, or any other condition, and therefore repudiates any discrimination.
2. NEWDEL is constantly committed to creating a work environment inspired by respect, loyalty, fairness, and collaboration, and promotes the involvement and empowerment of executives, employees, collaborators, and professionals, in relation to the specific objectives to be achieved and the methods for pursuing them.

Art. 9 - Relationships with Authorities

The relationships of NEWDEL with Institutions and national and international Authorities, as well as with their representatives, employees, appointees, and spokespersons, are maintained exclusively by subjects specifically appointed by NEWDEL itself, in compliance with the legal regulations and regulations in force.

CHAPTER III - CONDUCT IN BUSINESS

Art. 10 General principles

NEWDEL, in the conduct of business relations, is inspired by the principles of legality, loyalty, and fairness.

Art. 11 - Protection of competition

1. NEWDEL recognizes that fair competition constitutes a rewarding element for the development of the activity.
2. Each Recipient does not put in place acts or behaviors contrary to correct and fair competition between companies.

Art. 12 - Relationships with suppliers

The selection of suppliers that NEWDEL makes and the determination of the terms and conditions of purchase of goods are based on an evaluation of quality, as objectively as possible, price, service, and guarantees offered, as well as on the basis of verification of a constant and adequate commitment of supplier companies to ensure the sustainability of their production activities and adherence of supplier companies to the principles expressed in this Code of Ethics.

Art. 13 - Relationships with Institutions, Public Authorities, and Public Officials

1. Without prejudice to what is indicated in the previous article 9, the relationships of NEWDEL with Institutions and public authorities, territorial, national, community, and international, as well as with public officials or those in charge of public service, or bodies, representatives, agents, spokespersons, members, employees, consultants, persons in charge of public functions or services, of public institutions, of public administrations, of public bodies, including economic ones, of public bodies or companies, of a local, national or international character, are maintained by each Director and each Employee, whatever the function or assignment, or, if the case, by each Collaborator and Professional, in compliance with the regulations in force, and on the basis of the general principles of fairness and loyalty.
2. NEWDEL, if it deems it appropriate, can support programs of public bodies intended to achieve utility and benefits for the community, as well as the activities of foundations and associations, always in compliance with the regulations in force and the principles of the Code.

CHAPTER IV - HEALTH, SAFETY, AND ENVIRONMENT

Art. 14

In the context of its activity, NEWDEL is inspired by the principle of protection and maximum preservation of the environment and pursues the objective of ensuring maximum sustainability and the least environmental impact both of its own activity and its own production and that of its suppliers, and is committed to ensuring safety and safeguarding the health of the Recipients through all useful and/or appropriate initiatives for this purpose.

CHAPTER V - SANCTIONARY PROVISIONS

Art. 15

1. The provisions of this Code are an integral part of the contractual obligations assumed by the Recipients, or by subjects having business relations with NEWDEL.
2. The violation of the rules of the Code may constitute a breach of contractual obligations, with all the consequences of law, also regarding the termination of the contract or the assignment and any compensation for damages.

CHAPTER VI - FINAL PROVISIONS

Art. 16

1. This Code, acknowledging corporate practice, has been approved by the shareholders and the governing body of NEWDEL S.r.l.
2. Any variation and/or integration of the same will be approved by the shareholders' meeting and the administrative body and disseminated promptly to the Recipients.

Milan, January 4, 2026