At What's Cooking?, our mission is to put delicious high-quality food products on each and every dining table. To achieve this mission, we are committed to act with integrity and uphold our high ethical standards, as described in our Code of Conduct, which is available below. At What's Cooking?, ethical business conduct is the responsibility of everyone, including those working on behalf of What's Cooking?.
What's Cooking? encourages all of you who are concerned about potential misconduct to ask for advice or raise a concern. If you have any doubt or if something simply doesn’t seem right, do not hesitate to speak up.
Employees of What's Cooking? who have a concern shall promptly notify their Line Manager(s), Human Resources, Legal or Compliance either at local or global level. In case any partner, supplier, external worker or any other person has a concern, he/she should raise this with their point of contact within What's Cooking?. Alternatively, anyone can report a concern to What's Cooking?’s Internal Auditor and General Counsel (Compliance Officer) via the secure Ethics Line, this by sending an email to: firstname.lastname@example.org
The Ethics Line allows you to raise a concern anonymously, if you prefer to do so and if permitted under applicable national laws.
We encourage the use of our internal channels including the Ethics Line. Reports may be submitted to the competent authorities, insofar permitted under applicable national laws.
What's Cooking’s business practices have always been governed by integrity, honesty, fair dealing and full compliance with all applicable laws. What's Cooking? employees have always upheld and lived these values and commitments in their everyday responsibilities, and What's Cooking?’s reputation remains one of the Company’s most important assets today.
This Code of Conduct specifies and helps the continued implementation of What's Cooking?’s corporate and social values by establishing certain non-negotiable minimum standards of behaviour in key areas.
The nature of this Code is not meant to cover all possible situations that may occur. It is designed to provide a frame of reference against which any activities can be measured.
When in doubt, employees should seek guidance about the proper course of action in a given situation, as it is the ultimate responsibility of each employee to “do the right thing”, a responsibility that cannot be delegated.
Employees should always be guided by the following basic principles:
avoid any conduct that could damage or risk What's Cooking? or its reputation;
put the Company’s interests ahead of personal or other interests;
act legally and honestly at all times.
We respect the law at all times
Compliance with laws, rules and regulations
What's Cooking? and its employees are bound by the law. Compliance with all applicable laws and regulations is crucial and must never be compromised.
In addition, employees shall adhere to internal rules and regulations as they apply in any given situation. Those internal rules are specific to the Company and may go beyond what is required by the law.
We will always act in the best interest of What's Cooking?
Conflicts of interest
A conflict of interest occurs when personal interests of an employee or the interests of a third party compete with the interests of What’s Cooking? In such a situation, it can be difficult for the employee to act fully in the best interests of What’s Cooking?
Employees shall avoid conflicts of interest whenever possible.
If a conflict of interest situation occurs or if an employee faces a situation that may involve or lead to a conflict of interest, the employee shall disclose this to his or her Line Manager and/or to the HR or the Legal or Compliance Function to resolve the situation in a fair and transparent manner.
We take pride in What's Cooking?’s reputation and consider What's Cooking?’s best interests also in our outside engagements and activities
Outside directorships and other outside activities
Outside of What’s Cooking?, no activities shall be pursued if such activities interfere with the employee’s responsibilities for What’s Cooking?, or if they create risks for What’s Cooking?’s reputation or if they in any other way conflict with the interests of What’s Cooking?
When in doubt, employees shall consult with the HR or the Legal or Compliance Function on the permissibility of any position or activity. Authorization will be withheld if the position or activity is likely to conflict with What’s Cooking?’s interests or with the employee’s responsibilities.
Board memberships on publicity listed companies need prior approval by the CEO and – in the case of members of the Executive Committee – by the Board of Directors.
Unless requested by the Company to take up a particular position or activity, employees shall pursue outside activities and positions at their own risk and cost and within their spare time only.
We are committed to advance What'sCooking?’s business
Employees shall not compete with the Company, nor shall they take personal advantage of business opportunities that they discover during the course of their employment, unless the Company expressly waives its interest in pursuing such opportunity.
If employees want to pursue business opportunities that might be of interest to the Company, they shall inform their Line Manager who will seek a management decision as to whether or not the Company wants to pursue the opportunity. Even if the Company decides against pursuing the opportunity, the employee may seize the opportunity on his or her own behalf only if it is clear that doing so will not result in direct or indirect competition with the Company’s operations.
Our hiring and personal development decisions will be fair and objective
Family and relatives
Immediate family members and partners of employees may be hired as employees or consultants only if the appointment is based on qualifications, performance, skills and experience and provided that there is no direct or indirect reporting relationship between the employee and his or her relative or partner.
These principles of fair employment will apply to all aspects of the employment, including compensation, promotions, training and transfers, as well as in case that the relationship develops after the respective employee has joined the Company.
Provided that they are equally suited as other candidates, priority may be given to children of What’s Cooking? employees with respect to internships, training periods, employment during holidays and similar short-term assignments.
We respect and follow the What's Cooking? Dealing Code when buying or selling What's Cooking? securities
What’s Cooking? prohibits the purchase and sale of What’s Cooking? shares on the basis of potentially share price relevant information which is not yet made public. Non-compliance may entail disciplinary sanctions, but may also result in criminal charges.
When in doubt regarding the interpretation or applicability of What’s Cooking?’s insider trading protocol, employees shall consult with the Legal or Compliance Function.
We believe in the importance of free competition
Antitrust and fair dealing
What’s Cooking? is prepared to compete successfully in today’s business environment and will always do so in full compliance with all applicable antitrust, competition and fair dealing laws. Employees must at all times adhere to the following rules:
Commercial policy and prices will be set independently and will never be agreed, formally or informally, with competitors or other non-related parties, whether directly or indirectly;
Customers, territories or product markets will never be allocated between What’s Cooking? and its competitors but will always be the result of fair competition;
Customers and suppliers will be dealt with fairly.
All employees, but especially those who are involved in marketing, sales and purchasing, or who are in regular contact with competitors, have a responsibility to ensure that they are familiar with applicable competition laws. When in doubt, the Legal Function should be contacted in order to provide competition law advice and training.
We value and protect our confidential information and we respect the confidential information of others
Confidential information is any information that is not or not yet public information. It includes trade secrets, engineering and manufacturing ideas, product recipes, designs, data, records, salary information and any nonpublished financial or other data.
What’s Cooking?’s success depends on the use of its confidential information and its non-disclosure to third parties. Unless required by law or authorized by their management, employees shall not disclose confidential information or allow such disclosure. This obligation continues beyond the termination of employment. Employees shall use best efforts to avoid unintentional disclosure by applying special care when storing or transmitting confidential information.
In case that third parties, such as suppliers or customers, share with What’s Cooking? confidential information, such information shall be treated with the same care as if it was What’s Cooking?’s confidential information. In that same spirit, employees shall protect confidential information that they have obtained in the course of their prior employment.
We insist on honesty and we respect the Company’s assets and property
Fraud, protection of company assets, accounting
Employees must never engage in fraudulent or any other dishonest conduct involving the property or assets or the financial reporting and accounting of What’s Cooking? or any third party.
What’s Cooking?’s financial records are the basis for managing the Company’s business and fulfilling its obligations to various stakeholders. Any financial record must be accurate and in line with What’s Cooking?’s accounting standards. Employees shall safeguard and only make proper and efficient use of What’s Cooking?’s property. All employees shall seek to protect What’s Cooking?’s property from loss, damage, misuse, theft, fraud and destruction. These obligations cover both tangible and intangible assets, including trademarks, know-how, confidential information and information systems.
We condemn any form of bribery and corruption
Bribery and corruption
Employees must never, directly or through intermediaries, offer or promise any personal or improper financial or other advantage in order to obtain or retain a business or other advantage from a third party, whether public or private. Nor must they accept any such advantage in return for any preferential treatment of a third party. Moreover, employees must refrain from any activity or behavior that could give rise to the appearance or suspicion of such conduct or the attempt thereof.
Employees should be aware that the offering or giving of improper benefits in order to influence the decision of the recipient, even if he or she is not a government official, may not only entail disciplinary sanctions but also result in criminal charges. Improper benefits may consist of anything of value for the recipient, including employment or consultancy contracts for closely related parties.
All employees shall adhere to the group policy on anti-bribery and anti-corruption.
We compete and do business based only on quality and competence
Gifts, meals, entertainment
Employees shall not be influenced by receiving favors nor shall they try to improperly influence others by providing favours. Employees may only offer or accept reasonable meals and symbolic gifts which are appropriate under the circumstances, and they shall not accept or offer gifts, meals, or entertainment if such behavior could create the impression of improperly influencing the respective business relationship. When assessing the situation in light of the above, employees shall apply the most restrictive practice in order to avoid even the appearance of improper dealings. When in doubt, the employee shall seek guidance from his or her Line Manager or the Legal or Compliance Function.
No employee shall offer to or accept from any third party gifts taking the form of any of the following, whatever the value involved:
money or loans
similar monetary advantages
We embrace diversity and respect the personal dignity of our fellow employees
Discrimination and harassment
What’s Cooking? respects the personal dignity, privacy and personal rights of every employee and is committed to maintaining a workplace free from discrimination and harassment. Therefore, employees must not discriminate on the basis of origin, nationality, religion, race, gender, age or sexual orientation, or engage in any kind of verbal or physical harassment based on any of the above or any other reason. Employees who feel that their workplace does not comply with the above principles are encouraged to raise their concerns with the HR Department.
We will consult the Code, comply with its provisions and seek guidance where needed
Failure to comply
It is each employee’s responsibility to ensure full compliance with all provisions of this Code and to seek guidance where necessary from their Line Manager, or from the HR or the Legal or Compliance Function. To “do the right thing” and to ensure the highest standards of integrity is each employee’s personal responsibility that cannot be delegated. When in doubt, employees should always be guided by the basic principles stated in the introduction to this Code. Any failure to comply with this Code may result in disciplinary action, including the possibility of dismissals and, if warranted, legal proceedings or criminal sanctions.
We take responsibility for ensuring that we all act with integrity in all situations
Reporting illegal or non-compliant conduct
Employees shall report any practices or actions believed to be inappropriate under this Code or even illegal to their Line Managers or to the HR or the Legal or Compliance function. If it is appropriate, in view of the nature of the reported matter, reports of violations may be made directly to higher levels including the Group’s Chief Executive Officer. Where appropriate, complaints may be made on a confidential basis.
All complaints shall be properly investigated. What’s Cooking? prohibits retaliation against any employee for such reports made in good faith, while it also protects the rights of any incriminated persons.
Reference is made to the group whistle-blowing policy in this respect.