RFT S.P.A. A company with a sole shareholder, belonging to the Swedish Group "SKF", subject to activities of management and coordination by SKF Industrie S.p.A. Registered Office in Torino, via dell’Arcivescovado 1 Share Capital Euro 2.600.000,00 Tax Code No., VAT Registration No. and Turin Companies Register No: 01047060015

ETHICAL CODE OF CONDUCT

Contents

1. Introduction

2. General principles 2.1 General Ethical principles 2.2 RFT commitments 2.3 Whom the Ethical Code is intended to 2.4 Ethical code efficiency

3. Relationships with employees 3.1 Personnel selection, employment and promotion 3.2 Personnel enhancement and training 3.3 The working environment, safeguard and protection of the individual 4. Relationships with collaborators and consultants 5. Relationships with customers and suppliers 6. Relationships with shareholders 6.1 Assets 6.2 Market transparency 6.3 Accounting activities 6.4 Internal control 7. Relationships with the Public Administration 8. Relationships with competitors 9. Relationships with the community 9.1 Environment safeguard 9.2 Trade Unions and political parties 9.3 Press and other means of communication 10. Conflict of interest 10.1 Working relationships

10.2 Family relationships 10.3 Investments 10.4 Gifts

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11. Ethical Code application: supervision and consequences deriving

from violation of the Code 11.1 Body of supervision 11.2 Code violation reporting

11.3 Disciplinary measures towards Administrators 11.4 Disciplinary measures towards employees

11.5 Disciplinary measures towards collaborators, consultants and contract

parties

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1. Introduction RFT S.p.A. (from now on named “RFT” or “Company”) belongs to the SKF Group founded in 1907 and located in Göteborg - Sweden. RFT constituted in Italy in the month of September 1974 and based in Torino is a company involved to manufacturer and seals of rubber, metal-rubber and other elastomeric materials, such as bearing seals, oil seals and shock absorber seals, mainly dedicated to bearing, car and car components industry. With the Ethical Code of Conduct (“Ethical Code” or “Code”), approved by the Board of Directors on October 29th 2004, the Company sets the rules of behaviour to be applied to its business activities. The purpose of the Code is to diffuse and to share its principles throughout RFT giving the Company and the firms, with which it entertains business relations, a distinctive mark identifying them on the market. Any behaviour resulting to be against the Ethical Code principles shall be prosecuted and shall be object of disciplinary measures.

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2. General principles 2.1 General Ethical principles All RFT activities have to be performed observing the law in a context of fair competition, honesty, uprightness, correctness and straightforwardness, taking into consideration the interests of its employees, collaborators, customers, suppliers, shareholders as well as of its financial and commercial partners. RFT, therefore, intends to mark its business by observing the hereunder stated General Ethical Principles. - Observance of the law, honesty, strictness and uprightness RFT commits itself to lead its business by observing the National, the Community and the International Regulations, rejecting all illegal actions. The law is to be constantly respected. The interest of the Company, whatever the circumstances are, cannot be considered as an exemption to this rule. The members of the Company’s Board, the Company Management and on the whole its employees and collaborators are requested to observe the regulations in force, the Ethical Code and the related Company rules. - Equity, loyalty and non-discrimination RFT takes into consideration equity of treatment and loyalty towards important values when accomplishing any of the Company’s external or internal relationships. RFT opposes to, rejects and penalizes any attitude which seems to appear discriminating in regard to gender, race, language, religion, political opinions and personal and social conditions. The Company’s employees and collaborators, when carrying out their professional tasks, are requested to respect the principles of equity, loyalty and non-discrimination, therefore avoiding to prefer or facilitate those persons or solutions with no technical and professional appraisal. - Respect towards employees, collaborators and persons RFT respects and safeguards the values and rights of each individual. In particular the Company guarantees that rights and freedom of the individual are respected in

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accordance to the principles of equity and non-discrimination and to the living together orderly within the working environment. Company employees and collaborators, at any level, have to lead a correct behaviour, to have mutual respect and to co-operate with each other. - Transparency, liability and confidentiality RFT and its collaborators undertake to give complete, clear, understandable and accurate information so that whoever intends to start a business relationship with the Company is able to decide autonomously and be aware of the interests involved and related important consequences. RFT ensures that information given shall remain confidential and refrains to seek confidential information except for those cases expressly authorized and in compliance with the law in force. The Company employees and collaborators are not to use confidential information for purposes other than the ones related to business they have to carry out. - Care and accuracy in the execution of the Company’s activities and of professional performances RFT leads its business by providing high level professional services. Therefore professional services carried out by its employees and collaborators have to be accomplished with the highest care, accuracy and competence. - Fair competition RFT leads its business respecting the rules of fair competition, considered to be a fundamental value for the market development and safeguard of the consumer and community interests. - Image RFT image and reputation are considered as values to be safeguarded and developed by diffusing, agreeing upon and observing the ethical principles stated on the Code. The Company’s employees and collaborators have to avoid any behaviour that could in any way damage RFT image. 2.2 RFT commitments

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In order to ensure the Code is known and respected, RFT undertakes to:

• ensure a prompt diffusion of the Code among its employees, collaborators and concerned persons;

• ensure that any amendment to the Code is transmitted to all concerned persons;

• give an appropriate educational support in order to enable to answer any question, doubt, suggestion or complaint that may arise concerning the Code;

• ensure that all employees, collaborators or third parties reporting violation to the Code are not submitted to any form of discrimination;

• impose a fair disciplinary measure compared to the code violation; • monitor that the code is followed.

The Company commits itself to coherently, impartially and evenly provide fair disciplinary measures compared to the violation of the code according to the regulations in force, to the Collective Labour Contract (CCNL), to the individual work contract and to the company’s procedures concerning work regulations. The Company shall do whatever in its power to ensure that all employees, collaborators, consultants, suppliers and any third parties with whom RFT may undergo a business relationship, agree upon the fact that the above mentioned duties have to be respected and fulfilled. To this purpose RFT shall not conclude or continue any kind of business relationship with third parties expressly rejecting to apply the Ethical Code principles. The Company, shall inform and distribute to consultants, suppliers or any third party with whom it intends to start a commercial relationship a copy of the Code. RFT shall appreciate any kind of contribution coming from its employees aiming at improving the Code. 2.3 Whom the Code is intended to Regulations of the Ethical Code shall be applied to all RFT employees and to those subjects having undersigned a contract for the pursue of the Company’s objectives. Members of the Board of Directors and RFT Managers have to set their working methods in accordance to the ethical standards stated on the Code. They should act so that their behaviour is considered an example for all employees and

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collaborators and that the observance of the Code is an essential aspect for a performance of high quality. All employees and all those in business or commercial relationships with RFT (e.g.: consultants, agents, etc.) have to conform their behaviour to the Ethical Code standards. All employees of the Company can consult or read the Ethical Code available on a dedicated Database and at their organizational unit. To this purpose all employees have to be informed in writing when the publication of the Ethical Code is available at the above mentioned Database and at their organizational unit. Furthermore, a copy of the Ethical Code shall be affixed on the Company’s notice board. Company employees and collaborators may ask for a copy of the Code at any time, addressing the Supervision body dept. RFT employees and collaborators who wish further clarification or information regarding Ethical Code principles and regulations have to contact the Supervision body dept. Company employees and collaborators have to inform the appointed members of any Code violation or Code violation request. Alerts with no foundation concerning Code violation shall be considered as a violation of the Ethical Code. 2.4 Ethical code efficiency RFT employees as well as observing the work contract honestly and correctly, have also to follow the Company’s rules and comply with the Ethical Code regulations as per article 2104 of the Civil Code. The observance of such rules has to be considered as an integral and essential part of duties as foreseen on the work contract for non-employed collaborators. The Company shall ask that a specific rule related to this is added on those contracts in force, where missing, at the moment of the diffusion of Ethical Code and on future contracts. All Company employees, collaborators and contract parties are compelled to refrain behaviours against the Ethical Code regulations and the violation of said regulations shall be considered as a non-fulfilment of the duty deriving from the agreed working relationship or collaboration, leading to consequences foreseen by the law or by the contract itself.

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3. Relationships with employees RFT acknowledges the fact that motivated and professional human resources are an important and essential key needed to carry out the Company’s business, to enable its growth and to achieve customer satisfaction. The following principles confirm how important it is for RFT to respect each single person and the consideration it has towards the undertaken commitments to ensure equity of treatment to all and where non-discrimination is considered to be essential. 3.1 Personnel selection, employment and promotion RFT commits itself to examine candidates applying for a job taking into consideration only his/her merits concerning his/her professional competence and skills. Personnel appraisal for the employment is drawn on the basis of the profiles matching the Company’s expectations, taking into consideration equal opportunities for all. The requested information is strictly connected to the verification of aspects needed for the profession, observing regulations and rules as far as privacy and the candidate’s personal views are concerned. RFT rejects and opposes to finalities and impositions aiming at gaining favours or privileges when selecting, employing and promoting personnel. During the phases of selection, employment and personnel management, RFT rejects and opposes to any form of discrimination in regard to gender, race, language, religion, political opinions or personal and social conditions therefore ensuring equal opportunities and a non-discrimination policy towards each employee. Moreover RFT shall take all necessary steps to remove any circumstance not allowing such conditions. 3.2 Personnel enhancement and training RFT commits itself to enhance and to make the most of all its employees professional competencies by organizing for every employee training courses, allowing them to learn the company’s basic activities followed by upgrading courses.

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3.3 The working environment, safeguard and protection of the person RFT undertakes to guarantee a safe and healthy working environment encouraging a conscientious behaviour among its employees where prevention, health and protection are concerned, observing the regulation in force. RFT undertakes to induce its employees not to smoke in places that could jeopardize safety and healthy working environment conditions according to the regulations in force. The Company commits itself to safeguard its employees moral wellbeing rejecting and opposing to any form of violence, be it psychological or physical, and to any discriminating or harmful behaviour to the person and its values. RFT opposes to and rejects, within normal working relationships, be they internal or external, any kind of persecution leading to an hostile working environment for one or more employees or any unjustified interference in each others jobs or creating difficulties and impediments to other people’s prospects. RFT does not tolerate sexual harassment, intended as favours for the obtainment of a promotion and career growth or, on the other hand, proposals of interpersonal relationships resulting to be disagreeable and upsetting for the person whom they are addressed to. Each employee is requested not to work under the influence of alcohol or drugs or after having taken substances giving similar effects. The employee is not to take such substances during his/her working activities. The Company puts the above conditions and drug or alcohol addicts on the same footing, jeopardizing performance or giving an impact on the process of work.

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4. Relationships with collaborators and consultants RFT consultants and collaborators with any type of undersigned contract, are requested to conform to the Ethical Code principles, to the Company’s regulations and to the instructions and directions given by RFT personnel, when carrying out their contract tasks or when performing duties assigned to them. RFT selects its collaborators and consultants impartially, autonomously and independently without taking into consideration any opinion they may receive and refusing to be influenced or to reach any sort of compromise bringing advantages or favours. Therefore, the only elements considered by RFT are professional competence, reputation, independence, organizational capacities, honesty and the correct performance of contract liabilities and assignments. RFT commits itself to pay fair fees to consultants and collaborators. Such fees shall be in proportion to the work stated on the contract or agreed upon when assigning the task. Payments cannot be made to a person other than the contract party nor in a third country other that the one of the parties or in the country stated on the contract unless other reasons related to the contract or to the assignment arise.

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5. Relationships with customers and suppliers RFT mission is to pursue its business activity by offering best quality products and services observing the regulations concerning fair competition. RFT acknowledges that the esteem of those requiring its products is of the utmost importance for the company’s business success. As a result RFT commits itself to supply high quality products aiming at satisfying or exceeding its customers’ expectations and needs, not only regarding quality but also as far as safety and environment protection issues are concerned. In the supply relationships, RFT conforms to the Ethical Code principles and to the Company’s regulation. Within this context and in observing such rules the Company selects its suppliers taking into consideration criteria such as quality, price, best value, capacity and efficiency or other assessing standards in terms of objectiveness, impartiality and transparency, avoiding any sort of favours aiming at gaining advantages for RFT.

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6. Relationships with shareholders 6.1 Assets RFT undertakes to safeguard its assets, in all its components, in order to avoid any loss, theft or damage. Goods belonging to RFT assets can only be utilized for reasons connected to the Company’s business and, under no circumstances, is the Company to be involved in illegal activities. 6.2 Market transparency RFT ensures transparency of its choices taken for its business activity. RFT shall give all the necessary information so that its investors may decide upon the Company’s strategic choices, on its management and upon the expected profits coming from the invested capital. The Company’s financial communications should respect the regulations in force and should be clear, complete and issued in due time. 6.3 Accounting activities RFT undertakes to follow the regulations concerning a correct, complete and clear accounting administration, in conformance to standards foreseen by the law and to the accounting principles adopted by the Company. When carrying out accounting activities, employees and collaborators are requested to conform to the law in force and to the Company’s regulations. They are furthermore requested to keep all documentation utilized for the work carried out in order to enable a smooth and easy accounting registration, the identification of levels of responsibility and an accurate reconstruction of operations bearing a low probability of misinterpretation. Each registration should mirror exactly the documentation utilized. Employees and collaborators should act with honesty in their relationships with the Audit Company appointed by the Company’s Auditors and give their best co-operation during verification and checking activities of said Audit Company.

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6.4 Internal Control RFT promotes the awareness of its employees towards the importance of internal checking systems and towards the observance of the laws in force and the Company’s regulations. The Company ensures that organization and activities concerning the persons appointed to internal control are carried out autonomously and respecting the principle of privacy, autonomy, independence, correctness as well as those stated herein. RFT employees and collaborators are requested to co-operate for the system’s correct definition and highest efficiency undertaking to report any conditions related to interest conflicts concerning the control function and to diffuse the principles promoted by such function. RFT employees and collaborators are requested to ensure complete co-operation towards the Auditors and Auditor Company carrying out the control activities and to efficiently provide with honesty and correctness any document they may need to perform their work.

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7. Relationships with the Public Administration Within its relationship with the Public Administration and with those bodies performing activities for the Public, RFT strictly observes National, Community and Company Regulations. RFT relationships with the Public Administration or with those bodies performing activities for the Public, cannot in any case compromise the Company’s integrity and reputation. Handling of negotiations, the acceptance of a task and relationships of any kind with the Public Administration or with those bodies performing activities for the Public are strictly reserved to the appointed and authorized functions of the Company. Within its relationships with the Public Administration RFT employees and collaborators shall on no account influence the decision of the concerned Public body in order to obtain certificates of conformance, or adverse Civil Servant duties by offering or promising, directly or indirectly, job and or business opportunities, gifts, money, favours and any other kind of advantage. Within its relationships with supervision and control authorities, RFT acts respecting their institutional role, promptly carrying out directions and requests ensuring the Company’s best co-operation and maximum transparency.

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8. Relationships with competitors RFT opposes to and rejects any form of behaviour aiming at obtaining confidential information related to its competitors on the market. The Company observes the regulations in force regarding antitrust and fair competition and undertakes not to start activities that could involve the violation of said regulations (e.g. market sharing, production or sale limitations, price agreements, etc). Where fair competition is concerned, RFT undertakes not to violate the rights of third parties concerning intellectual rights such as, but not only, trademarks, patents and copyrights.

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9. Relationships with the community RFT undertakes to perform its business activities constantly taking into consideration the community’s interest, also by supporting cultural and social activities. 9.1 Environment protection RFT undertakes to perform its business activities constantly ensuring an ecologically sustainable development. Respecting the regulations in force, RFT protects and safeguards the environment by reaching the right balance between its own economic project and the priorities represented by the environment. 9.2 Trade unions and political parties RFT does not allocate funds of any kind, directly or indirectly to political parties, movements, committees or political and Union organizations nor to their representatives and candidates other than under the forms foreseen by the law in force. 9.3 Press and other means of communication RFT entertains relationships with the press and other means of communication, only through the Company’s function delegated to this purpose. Such relationships have to be set according to the principles of correctness, availability and transparency observing the communication guidelines set by the Company. RFT employees and collaborators cannot provide information to people whose activity is connected with communication without having been previously authorized by the concerned functions. Information and communication related to the Company have to be accurate, complete, true, clear and homogenous. RFT rejects and opposes to any form of misinformation and to the diffusion of non-accurate or incorrect news concerning the Company and undertakes all the necessary activities aiming at safeguarding its image and the accuracy of the information related to the Company itself.

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10. Conflict of interest RFT employees, collaborators and administrators have to avoid any situation or activity leading to a conflict with the Company’s interests or interfering with their capacity of taking objective decisions for the best interest of the Company and constantly observing the Code regulations. Relationships with potential or present commercial partners, customers, suppliers or third parties should not influence the impartiality and rightness in judgement of RFT. Any condition leading to a possible conflict of interest should be reported in due time to the Body of Supervision. Each employee has to inform in writing his/her manager should he be in a continuous working relationship with a non- SKF company, or, should he be in a relationship involving financial, commercial, professional, family or social activities with commercial partners, customers or suppliers of the Company that could influence his/her impartiality of judgement. 10.1 Working relationships RFT employees and collaborators cannot perform working activities or receive payments from the Company’s commercial partners, customers and suppliers without having been previously authorized by RFT. Each activity considered to be external to RFT is to be strictly separated from the working relationship in force with the Company and is not to bring negative effects on RFT activities. 10.2 Family relationships RFT employees, collaborators and administrators should not use personal influence to bring commercial opportunities, advantages or favours to RFT coming from third companies or Public Administration bodies where members of their families are employed. 10.3 Investments

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Investments of Company employees, collaborators and administrators’ must not influence RFT impartiality of judgement. Company employees, collaborators and administrators cannot gain any direct or indirect advantage, coming from the use of confidential information of which, for working purposes, they are informed about. 10.4 Gifts RFT undertakes to select people or companies with whom to start a business relationship without being influenced by any circumstance and constantly observing the regulations in force and taking into consideration the Company’s interest. Hence, RFT employees, collaborators and administrators cannot require or accept, from people or companies, gifts, facilitations or favours going beyond normal business relationships. Company employees, collaborators and administrators shall not accept money under no circumstances. In those conditions where a refusal would seem extremely rude, persons have to report the event to the body of Supervision. RFT employees and administrators can exchange gifts referring to the Company regulations. Gifts should never compromise the Company’s integrity and reputation and should not be given to acquire advantages in an improper way.

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11. Ethical Code applications: its supervision and consequences deriving from its violation

11.1 Body of supervision RFT has established within its organization a Body of supervision having autonomous power of resource and control. The Body of supervision is entitled to supervise the functioning and observance of the conduct guidelines in accordance to Legislative Decree 231/2001 as well as providing regular updating. The Body of supervision also promotes and diffuses the Ethical Code and is in charge of its applications and updating. To this purpose said Body should be active in preventing and restraining any violation to the Ethical Code with the aid of the qualified functions working within the Company. Information and reports known by the Body of supervision, by its functions or by structures in connection with the Body itself cannot be diffused other than in those cases foreseen by the regulations in force. 11.2 Code violation alerts RFT employees and collaborators as well as third parties who intend to report a violation to the Ethical Code have to follow the foreseen procedure explained in paragraph 4.2 of the Organization, Handling, Control and Regulation Model which has been adopted in accordance with Legislative Decree 231/2001. RFT opposes to and rejects any form of discrimination or reprisal towards its employees, collaborators or third parties who have reported a Code violation. Any submitted report without foundation shall be considered as a violation to the Ethical Code. 11.3 Disciplinary measures towards administrators In case of violation to the Ethical Code committed by RFT administrators, the Body of supervision shall inform the Company’s Board of Directors and the Board of Auditors who shall provide to undertake the necessary measures foreseen by the regulations in force among which, should it be the case, the Board meeting call in which the administrator is revoked and his/her responsibilities withdrawn.

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11.4 Disciplinary measures towards employees The violation of Ethical Code principles and regulations committed by an employee is a negligence of one’s duties stated on the work contract ex art. 2104 of the Civil Code and therefore is considered as a disciplinary offence. Disciplinary measures are applied according to article 7 of the Workers’ Statute of rights and to article 23 of the Collective Labour Contract (CCNL) referred to Metal Workers of the Private Engineering Industry and Metal Workers of the Installation systems industry and are applied in accordance to the gravity of the violation. Offence assessment, disciplinary measures and their application are competence of the Human Resources management. 11.5 Disciplinary measures towards collaborators, consultants and contract

parties RFT is authorized to cancel contract relationships with collaborators, consultants and contract parties acting against the Ethical Code principles. This, in accordance to what foreseen by the specific terms of contract stated on the letter of assignment, including damage claim when such behaviours lead to a loss for the company whether or not the contract has been cancelled.

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