INTRODUCTION

NUMINTEC COMUNICACIONES, S.L. (hereinafter NUMINTEC), in its faithful commitment to regulatory compliance, enables all users a Whistleblower Channel, with the purpose of preventing and detecting any irregular, illicit or criminal conduct. The Whistleblower Channel, in addition to serving to discover and investigate possible irregularities, is an essential tool for the Code of Ethics and the Code of Conduct to take full effect and to enable the continuous improvement of the prevention protocols and policies, quality standards and other internal regulations.

ARTICLE 1. PURPOSE.

The purpose of these Regulations is to regulate and provide content to the NUMINTEC Whistleblower Channel, establishing the procedure for reporting any irregular, illicit or criminal behavior occurring within the organization, as well as to provide for and protect the rights and guarantees of all parties involved in the whistleblowing process and subsequent investigation.

ARTICLE 2. SCOPE OF APPLICATION.

These Regulations are applicable to any individual or legal entity that has any kind of relationship with NUMINTEC and reports or is reported for an irregular, unlawful or criminal act, using the Complaints Channel established for this purpose.

ARTICLE 3. DENUNCIATION.

1. The reporting of one or more irregular, illicit or criminal acts by the complainant through and complying with the requirements set forth in these Regulations shall be considered as a complaint.
2. The identification of the complainant will not be mandatory, allowing, therefore, the filing of anonymous complaints
3. Complaints shall include the identification data of the person or group denounced, a list of the facts that are considered irregular, illicit or criminal, and as many evidentiary means as the complainant has at his disposal to substantiate the complaint.
4. Complaints shall be null and void and shall be considered as not filed when they are filed through any other method other than of the Complaints Channel enabled for this purpose.

ARTICLE 4. IRREGULAR, ILLICIT OR CRIMINAL BEHAVIOR.

1. Any breach of NUMINTEC’s Code of Conduct, as well as any conduct or attitude contrary to the organization’s ethical values, shall be considered irregular behavior.
2. Any legal or regulatory infringement shall be considered unlawful conduct, regardless of whether it is for the benefit or to the detriment of NUMINTEC.
3. Any conduct envisaged as a crime under the Spanish Criminal Code, as well as under International Criminal Law and the antitrust regulations in force, regardless of whether it is carried out for the benefit or to the detriment of NUMINTEC, shall be considered criminal conduct.

ARTICLE 5. GOOD FAITH DENUNCIATION.

A bona fide complaint shall be considered to be that which, processed in accordance with Article 3 of these Regulations, brings to the attention of the complainant a series of facts or indications of an irregular, unlawful or criminal appearance, acting in the rational belief that the facts or indications related thereto are true.

Any complaint processed in accordance with Article 3 of these Regulations shall be presumed to be in good faith.

ARTICLE 6. RIGHTS OF THE BONA FIDE COMPLAINANT.

1. Whistleblowers acting in good faith in accordance with the provisions of these Rules shall not be subject to disciplinary action, dismissal or removal from office, nor shall they suffer any prejudice in their relationship with NUMINTEC as a result of the filing of a complaint
2. The filing of a complaint in good faith in accordance with the provisions of these Rules shall in no case be considered a breach of the Code of Conduct, of NUMINTEC’s ethical values, or of any obligation assumed contractually.
3. The bona fide complainant, who has identified himself/herself, shall have the right to be informed, at any time, of the status of the processing of his/her complaint, as well as of the outcome thereof.
4. The identity of the bona fide complainant, who has identified himself/herself, shall not be disclosed either to third parties or to the organization itself. Only in case of strict necessity, and with the consent of the whistleblower, may his or her identification data be disclosed to NUMINTEC. The manager of the Whistleblower Channel, upon written request by NUMINTEC, shall analyze the objective situation of the need to disclose the identity of the whistleblower, and, in the event of coinciding with the need, shall contact the whistleblower to request his or her consent. The personal data disclosed may be used by NUMINTEC for the sole purpose of resolving the situation of need, and shall be duly destroyed once such situation has ceased.
5. Any action taken against a bona fide complainant and, in particular, situations of threat, discrimination or harassment, for filing a complaint shall be investigated as a matter of the highest priority and punished in a timely manner. When such measures are of a criminal nature, NUMINTEC shall assist the complainant in exercising his/her rights.

ARTICLE 7. RIGHTS OF THE DENOUNCED PARTY.

1. The reported person shall have the right to know of the existence of the report. NUMINTEC undertakes to report the existence of a complaint against it within a maximum period of three (3) months from the receipt of the monthly report by the Complaints Channel manager.
2. In the event that the complaint ends up being filed, either because the facts described have not taken place, or because they are not irregular, illicit or criminal, the accused shall have the right to have this recorded in the appropriate file and register of complaints.

ARTICLE 8. PROCEDURE FOR HANDLING COMPLAINTS.

1. When a complaint is received through the means enabled in the Complaints Channel, the person or persons designated as Manager(s) of the NUMINTEC Complaints Channel shall open a file and an initial preliminary analysis shall be made of the facts reported and the attached evidentiary material, and shall proceed to the legal qualification of the same. Said qualification or report shall be accompanied by a series of recommendations addressed to the management of NUMINTEC on the due procedure for each of the complaints received. 
2. The management of NUMINTEC, after assessing the complaint, its qualification and the attached recommendations, shall adopt a decision regarding each file, which may consist of opening an investigation or closing the file, when the complaint is totally unfounded. In either case, the reasons for the decision shall be recorded in the file.
3. The management of NUMINTEC shall, if necessary, adopt the appropriate precautionary measures to avoid the repetition of the facts denounced during the investigation procedure and to secure the means of proof that may be obtained.
4. The management of NUMINTEC shall ensure respect for the rights of the complainants, the accused and third parties who may be involved in the complaint.
5. The term for the processing of the file, investigation and resolution shall not exceed six (6) months from the date of its opening.

ARTICLE 9. ALLEGATIONS OF BAD FAITH.

1. It shall be considered a bad faith complaint when the complainant is aware of the falsity of the facts narrated, or acts with manifest disregard for the truth. 
2. The personal data of bad faith complainants may be disclosed to NUMINTEC in order to safeguard the fundamental rights of the complained person.
3. In the event that NUMINTEC perceives bad faith in a complaint and intends to obtain the complainant’s identification data, NUMINTEC shall inform the Complaints Channel manager, justifying in writing the reasons for which it wishes to obtain such data and the reasoning through which it concludes that the complaint is false. Once the request has been received, the manager of the Complaints Channel shall give the complainant a reasonable period of time to present his allegations.
4. After analyzing the complainant’s allegations, or at the end of the period established for this purpose, the manager of the Complaints Channel shall decide whether or not to disclose the complainant’s identification data.

ARTICLE 10. TERMINATION OF THE PROCEDURE.

1. Once the investigation has been completed, the management of NUMINTEC shall decide in writing on the outcome of the investigation, as well as on the measures to be taken as a result of the complaint.
2. In the event that the facts giving rise to the complaint are accredited, the resolution shall specify the sanctions to be imposed on the person or persons denounced, as well as the measures to be adopted to prevent the recurrence of the facts.
3. Once the complaint has been resolved and its resolution has been notified, if the complaint has not been anonymous and the identification data of the accused and the complainant are available, they will be definitively deleted.