Eurocept Pharmaceuticals - Code of Conduct

Eurocept Code of Conduct
Compliance with Eurocept Guidelines, Policies and Procedures


At Eurocept, we work hard to earn our reputation every day. Our reputation is the result of individual decisions made by our employees in matters both important and less important. Since both our company and the world around us are becoming increasingly complex, it is not always easy for our employees to make the right decisions. Even so, our acts must always be informed by a thorough understanding of legal requirements, company policies, company procedures and common ethical values and principles.

This Eurocept Code of Conduct describes these basic guidelines. All Eurocept employees and temporary Eurocept employees are obliged to read, understand and comply with this Code of Conduct. The Code clearly reinforces the idea that Eurocept will never tolerate illegal or unethical conduct in its business dealings. If you have any queries regarding the interpretation or application of the Eurocept Code of Conduct, please talk to your manager.

Communicating this Code of Conduct is part of Eurocept’s continuous efforts to create a completely sincere, honest and honourable work environment and work force.

By making the right decisions every day, you will contribute to the trust others place in us.

On behalf of the Board of Directors of the Eurocept Group (i.e. EuroCept B.V., Klinerva B.V., Pharma-Care B.V., Birka Neva B.V. and Eurocept International B.V.),
Mike van Woensel

1. Applicability

This Eurocept Code of Conduct applies to all employees and temporary employees of Eurocept. It should not be construed as an employment contract.


2. Core Values

The business world is becoming increasingly complex and fast-paced, which makes it increasingly hard to make the right decisions and act honourably. However, Eurocept’s long-term success clearly depends on everyday decisions. Therefore, it is vital that each Eurocept employee knows how Eurocept expects him to do business, and to live up to these expectations. Our decisions and acts must always be informed by our core values: sincerity, honesty and integrity.
Eurocept does not tolerate fraud, deceit or embezzlement.

Eurocept employees’ decisions must be based in fact and justice, not in prejudice. They must be based on strict principles of right and wrong, as defined in the Principles section of this Code of Conduct.


3. Compliance with the Eurocept Code of Conduct

All Eurocept employees must comply with the company’s Code of Conduct, which is designed to help us make the right decisions and act honourably, prevent us from doing the wrong thing, and help us comply with the laws, rules and regulations governing our industry.

All Eurocept employees are expected to understand how this Code of Conduct applies to their own work and to Eurocept’s business decisions and activities in general. If you are unsure, it is your responsibility to search answers to your questions.

It is the responsibility of every Eurocept employee subject to the Code of Conduct to show integrity or leadership qualities by complying with the Code and encouraging others to do so, as well.

Every employee subject to the Eurocept Code of Conduct is assessed for his/her compliance with and promotion of the Code as part of their performance evaluation.

Temporary Eurocept employees are also required to comply with the relevant principles of this Code of Conduct. For this reason, the company must include applicable stipulations when signing an employment contract or agreement with a temporary employee or when renewing or extending an existing employment contract or agreement.


4. Programme for disclosures

Eurocept acknowledges that some decisions can be hard to make. Therefore, if you are forced to make a particularly difficult decision, or if you are unsure how the Eurocept Code of Conduct applies to a particular case, please do not hesitate to ask for advice and guidance. If you observe a violation or potential violation of the Code of Conduct, or if you have any concerns or complaints about a colleague's conduct, please notify the person in question at once.
If you have any queries or concerns about the interpretation or application of the Eurocept Code of Conduct and/or related guidelines, policies or procedures, please contact:

(1) your manager

(2) another manager

(3) a Human Resources officer

(4) the Board of Directors

The company has drawn up a whistleblower policy, which has been disseminated to all (new) Eurocept employees.


5. Protecting Confidential Customer and Patient Data

Eurocept employees must never accept non-public information provided by a client, supplier or other party on the condition that it remain confidential. Confidential information supplied to Eurocept by a client or third party must be treated confidentially by Eurocept, unless the company is legally obliged to disclose it. Eurocept employees are not allowed to use illegal or unethical ways to discover or receive confidential information about our competitors. If you possess any confidential information about a former employer or about a unit with which you were once involved, you are expected to comply with Eurocept’s confidentiality guidelines. Eurocept will never ask you to supply such confidential information, nor request that you use or disclose such information to others as part of your job.


6. Public disclosures

Eurocept takes great trouble to ensure that all its public disclosures are made in accordance with applicable financial legislation, including all relevant regulations governing financial reporting and bookkeeping. All our employees are legally obliged to adhere to our bookkeeping policies and procedures at both the company and department level, and to extend their full co-operation to internal and external auditors.


7. Compliance with the Law

All Eurocept employees are obliged to familiarise themselves with all laws, rules and regulations applicable to their work responsibilities.


8. Health-Care Scheme Legislation

We are legally obliged to comply with all legislation governing health-care schemes.


9. Competition Legislation

As far as our competition is concerned, the following policies apply:

(1) We shall not enter into any arrangements or understandings designed to unfairly restrict competition. Prohibited arrangements and understandings between competitors include price-fixing, market-sharing agreements and bid-rigging.

(2) We shall not exchange, discuss or compare with our competitors any information relating to Eurocept’s pricing or pricing policy, distribution policy, supplier prices or selection, customer selection or classification, credit policy, advertising policy or any other similarly competitively sensitive information.

(3) We shall not participate in any formal or informal trade organisations or other meetings with our competitors organised for the purpose of entering into arrangements or understandings.


10. Insider Trading Legislation

Employees with access to sensitive non-public information shall not disclose this information to third parties, unless valid business reasons exist to do so, and only if the disclosure is not subject to a non-disclosure agreement. In such cases the employees in question must not have any reason to suppose that the information they disclose to a third party may be wrongfully used or that the disclosure may violate applicable rules and regulations in any way.

Employees must consult the Board of Directors before disclosing to third parties in any way any information which could be construed as selective disclosure. They must also consult the Board in the event of suspicions of prior selective disclosure, whether intentional or unintentional.


11. Equality and Intimidation Legislation

Eurocept is committed to offering equal opportunity to all staff, regardless of their race, religious beliefs, skin colour, nationality, gender, age, ethnic background, marital status, sexual orientation, disability or any other reason that legally constitutes discrimination. Decisions about hiring and promoting staff and other aspects of employment relations must be based on position-related qualities only.

Eurocept also prohibits sexual intimidation, as well as intimidation on the grounds of any of the aforementioned characteristics, and shall undertake appropriate action to prevent intimidation and to resolve the consequences of such intimidation.


12. Data Confidentiality Legislation

Eurocept strives to protect personal information.

Applicable privacy laws, rules and regulations must be observed in all aspects of our operations.


13. Environmental Law

Eurocept is committed to protecting the environment by minimalising the negative impact of its operations on the environment and by promoting sustainable use of natural resources. We consider it vital that all our employees comply with applicable environmental laws, rules and regulations.


14. Employee and Resource Protection

It is our responsibility to safeguard Eurocept property from loss, damage, carelessness, waste, abuse and theft.

All Eurocept property, such as intellectual property, electronic media, work rosters, equipment, products and services, may only be used for legitimate business purposes.

AAll Eurocept assets must be used efficiently and for legitimate business purposes only; they must never be used for illegal or unethical purposes.


15. Eurocept Confidential Data Protection

Any disclosure of confidential data regarding Eurocept’s business, financial, legal or regulating activities, whether intentional or unintentional, may have a negative impact on Eurocept’s financial stability and competitiveness and on Eurocept employees’ job security.

Due to this risk of damage to Eurocept and its employees, it is vital that our employees not disclose to third parties any confidential information which they may have received on account of their position, either during or after their employment with Eurocept.

 'Confidential information' includes all non-public data held or developed by Eurocept or its business partners, the disclosure of which may be of use to our competitors or damaging to Eurocept’s financial stability or competitiveness. These data include (but are not limited to):

  •  Discoveries, inventions, improvements and innovations which may or may not be patentable or subject to copyright

  • Methods, processes and techniques, including information on manufacturing processes

  • Modi operandi

  • Computer software

  • Equipment

  • Trademark registrations and dates of approval

  • Marketing and sales data

  • Staff registers

  • Client lists

  • Financial data, pricing data and bookkeeping data

  • Supplier data (names of suppliers, pricing, supply sources, expected demands)

  • Outcomes of legal inspections and/or audits

  • Patients' medical records

  • Potential acquisitions, licences or other business agreements

  • Any other know-how and trade secrets

  • Operation schedules, as well as amendments to operation schedules


16. Employee Health and Safety

Eurocept is committed to protecting the health and safety of its employees. In the event of unhealthy and/or unsafe work conditions, we will act immediately to resolve the situation, e.g. by taking steps to protect Eurocept employees’ physical safety.

All employees are responsible for meeting the company’s safety objectives. It is essential that we all comply with Eurocept’s health and safety regulations. In addition, we must all observe the safety procedures which have been imposed on us, so as to protect our own safety and our colleagues’. This includes not working under the influence of drugs or alcohol, since this may jeopardise our ability to work safely and precisely.

If you have been involved in an accident or a dangerous situation, or if you aware that an accident has happened or a dangerous situation has arisen, it is your duty to notify management at once, and if necessary, to take immediate corrective measures.


17. Use of Electronic Media

Eurocept provides its employees with access to and use of e-mail, voicemail, intranet, the Internet and other electronic media for business purposes, with an eye to enabling Eurocept employees to communicate freely with each other and with relevant external parties.

Employer-supplied computers are equipped with all the soft- and hardware employees need to do their work. Employees are not allowed to install additional soft- or hardware without prior consultation of Eurocept’s IT department.

Employees are not allowed to use Eurocept’s electronic media for purposes which are not in line with legal requirements or with Eurocept’s guidelines, policies or procedures. This includes sending threatening, offensive or intimidating materials.

Unless otherwise provided by applicable legislation, no Eurocept manager or employee is entitled to privacy with regard to the use of, or access to, electronic media supplied by or through Eurocept. To the extent that this is allowed by applicable legislation, Eurocept is free to monitor or inspect employee-used electronic media at all times.


18. Responsibility for Compliance with Eurocept Code of Conduct

Each Eurocept employee is responsible for his/her own decisions and for compliance with the principles set out in this Code of Conduct.


19. Internal Investigations

All alleged violations and potential violations of the Eurocept Code of Conduct or relevant Eurocept guidelines, policies or procedures will be investigated by the company at once. Accusations shall be treated confidentially if this is in line with Eurocept’s interests and legal requirements.

All Eurocept employees are expected to co-operate with any investigation launched into any alleged violation of this Code of Conduct.

If Eurocept determines that corrective measures are in order to solve a problem and prevent the problem from recurring, the company will immediately determine what steps must be taken – including legal steps, if necessary.


20. Punitive Measures

To the extent that is allowed under applicable legislation, fitting punitive measures shall be taken with regard to this Eurocept Code of Conduct or related Eurocept guidelines, policies or procedures, for the following actions:

• Authorising or participating in Code violations

• A failure to report a Code violation or potential Code violation

• A refusal to co-operate with an investigation into an alleged Code violation

• A failure, on the part of the manager of the Code violator, to discover and report a Code violation, if said failure was caused by insufficient supervision or a complete lack of supervision

• Revenge on a person who reported, in good faith, a Code violation or potential Code violation

 Punitive measures may include the employee’s dismissal if the situation calls for it.


 21. Declaration

All Eurocept employees must declare in writing or electronically that they have received, read and understood this Eurocept Code of Conduct and that they will comply with it.


This page was last modified on 2015-05-08.