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Code of Ethics
Ever since its establishment, the NOVA Maris group of companies have been recognised as acting responsibly in the course of achieving its commercial success and providing high-class mediation services to all parties accepted clients for the agency.
The Management of NOVA Maris has adopted this Code of Ethics for all its employees, managers and agents/clients (both shipowner companies/ seafarers). This Code and other internal policies are intended to help NOVA Maris in conducting its business consistent with legal and ethical responsibilities and obligations. As a mediation agency, NOVA Maris has an undivided duty of loyalty to act solely in the best interests of its clients – both shipowner companies as well as seafarers, searching for employment or ex-crew, an obligation which includes the responsibility to make full and fair disclosure of all material facts, especially where NOVA Maris interests’ may conflict with those of its clients. In carrying on its daily affairs, NOVA Maris and all of its supervised persons shall act in a fair, lawful and ethical manner, in accordance with the applicable local and international laws, rules and regulations. The Code of Ethics applies to all relevant persons of NOVA Maris and its subsidiaries. In the case of joint ventures, NOVA Maris representatives concerned are expected to act in accordance with this code themselves and to use reasonable endeavours to influence those with whom they are working to ensure they also act to similar standards of integrity and ethical behaviour.
The successful operation and reputation of NOVA Maris and its consolidated subsidiaries depend upon the professional work performance and the ethical conduct of its directors, officers and employees. The Company’s reputation for integrity and excellence requires careful compliance with the spirit and letter of all laws and regulations, as well as a commitment to the highest standards of personal and professional conduct.
NOVA Maris was built by people with sound character and a long history of good marine practices. There is an attitude of trust and respect between the Company and its customers, employees, business partners, suppliers, and shareholders. That trust and NOVA Maris’ reputation must be preserved and protected. Managers and employees have a duty to support the goals and objectives of NOVA Maris, and to act in a way that will always merit the continued confidence of those who have placed a reliance on NOVA Maris.
NOVA Maris periodically updates its Corporate Code of Ethics in order to clarify certain policies on compliance with applicable laws, rules and regulations and to modify certain aspects of internal reporting procedures.
Safety in the Workplace
The safety and security of employees is of primary importance. All Employees and Clients are responsible for obeying all Company safety rules.
Conflicts of Interest
NOVA Maris and its subsidiaries require managers and employees to conduct their non-work activities in such a manner that they do not conflict with the best interests of the Company or detract from the performance of their responsibilities. Managers and employees shall follow the general guidelines set forth below. The failure of any employee to adhere to these general guidelines may result in discipline measures, including termination of employment.
A conflict of interest occurs when a manager’s or employee’s private interests interfere, or even appear to interfere, with the interests of the Company as a whole. While it is not possible to describe every situation in which a conflict of interest may arise, examples include situations where a person uses his position with NOVA Maris to obtain improper personal benefits, a manager or employee owns a significant interest in a company that competes with NOVA Maris, a manager or employee participates in a business arrangement with NOVA Maris without prior disclosure and approval, or a manager or employee is simultaneously employed with a competitor, customer or supplier. Any manager or employee who is aware of a conflict of interest, or is concerned that a conflict might develop, should discuss the matter with his superior/colleague.
In brief: Employees must (a) avoid any interest that conflicts or appears to conflict with the interests of NOVA Maris or that could reasonably be determined to harm NOVA Maris’ reputation and (b) report any actual or potential conflict of interest (including any material transaction or relationship that reasonably could be expected to give rise to such conflict) immediately to the Manager and adhere to instructions concerning how to address such conflict of interest.
Corporate Opportunities
Employees owe a duty to advance the legitimate interests of NOVA Maris when the opportunities to do so arise. Employees may not take for themselves personally opportunities that are discovered through the use of corporate property, information or position.
Confidentiality and Privacy
It is important that Employees protect the confidentiality of NOVA Maris information. Employees may have access to proprietary and confidential information concerning the NOVA Maris’ business, customers, clients and suppliers. Confidential information includes such items as non-public information concerning the Company’s business, financial results and prospects and potential corporate transactions. Employees are required to keep such information confidential during employment as well as thereafter, and not to use, disclose, or communicate that confidential information other than in the course of employment. The consequences to NOVA Maris and the employee concerned can be severe where there is unauthorized disclosure of any non-public, privileged or proprietary information.
To ensure the confidentiality of any personal information collected and to comply with applicable laws, any employee in possession of non-public, personal information about the NOVA Maris’ customers, potential customers, or employees, must maintain the highest degree of confidentiality and must not disclose any personal information, unless written authorization is obtained.
It is vital that all managers and employees protect the privacy of the Company’s confidential information. Confidential information includes proprietary, technical, business, financial, joint venture, customer and employee information that is not available publicly. It is the employee’s responsibility to know what information is confidential and to obtain clarification when in doubt. The failure of any employee to adhere to these general guidelines may result in discipline measures, including termination of employment and benefits arising from employment and legal action.
Employees must not disclose confidential information to any person outside of the Company, unless authorized to do so. This includes, as prohibited, any disclosure of confidential information to family and friends. Where confidential information is entrusted to persons outside of NOVA Maris, efforts must be made to ensure the continuing protection and confidentiality of that information. Within NOVA Maris, confidential information should be disclosed only on a “need to know” basis.
Employees must not use confidential information for unauthorized purposes. They must also take reasonable care to protect confidential information against loss, theft, unauthorized access, alteration or misuse.
Employees leaving NOVA Maris who have had access to confidential information will be reminded of their continuing responsibility to protect it and maintain its confidentiality. The Company expects that employees joining it from other companies will not disclose the confidential information to those companies.
Honest and Fair Dealing
Employees must endeavour to deal honestly, ethically and fairly with NOVA Maris’ customers, suppliers, competitors and employees. No employee should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. Honest conduct is considered to be conduct that is free from fraud or deception. Ethical conduct is considered to be conduct conforming to accepted professional standards of conduct.
Managers and employees shall exhibit and promote the highest standards of honest and ethical conduct by:
· Encouraging and rewarding professional integrity thereby eliminating coercion, fear of reprisal, or alienation from the Company itself, which can act as barriers and inhibit responsible and ethical behaviour.
· Avoiding, prohibiting and eliminating any conflict of interest or appearance of a conflict of interest between NOVA Maris and what could result in personal gain for a manager or employee.
· Following a process for employees to inform senior management of practices which deviate from honest and ethical behaviour.
· Demonstrating their personal support for such policies and procedures.
· Acting in the best interests of NOVA Maris in order to preserve the Company’s reputation as a professional company operating with integrity and good character.
· Employees may not request, receive or collect personal compensation in connection with services provided by the Company.
Employees must endeavour to deal honestly, ethically and fairly with NOVA Maris’ customers, suppliers, competitors and employees. No employee should take unfair advantage of anyone through manipulation, concealment, abuse of privilege information, misrepresentation of material facts, or any other unfair-dealing practice. Honest conduct is considered to be conduct that is free from fraud or deception. Ethical conduct is considered to be conduct conforming to accepted professional standards of conduct
Protection and Proper Use of Company Assets
The Company’s assets are to be used for legitimate business purposes and only by authorized employees or their designees. This applies to tangible assets (such as office equipment, telephone, copy machines, etc.) and intangible assets (such as trade secrets and confidential information). Incidental and occasional personal use of computers, copiers, email and telephones is permitted, but such use should be minimized, as this costs NOVA Maris in productive time and money. Employees have a responsibility to protect the Company’s assets from theft and loss and to ensure their efficient use. Theft, carelessness and waste have a direct impact on NOVA Maris profitability. If a manager or employee becomes aware of theft, waste or misuse of the Company’s assets should report this to his/her superior manager or the General Counsel.
Compliance with Laws, Rules and Regulations
It is the policy of NOVA Maris to comply with all applicable laws, rules and regulations. It is the personal responsibility of each managers and employee to adhere to the standards and restrictions imposed by the various laws, rules and regulations – both local, national and international, as well as partner company’s regulations and regulatory authorities.
Any manager or employee who is unsure whether a situation violates any applicable law, rule, regulation or internal policy should contact the Management representative or NOVA Maris outside legal counsel.
Procedures Regarding Waivers
Because of the importance of the matters involved in this Code of Ethics, waivers will be granted only in limited circumstances and where such circumstances would support a waiver. Waivers of the Code may only be made by the Managers and will be disclosed by NOVA Maris.
Internal Reporting
Managers and employees shall take all appropriate action to stop any known misconduct by fellow employees or other Company personnel that violate this Code of Ethics. Employees shall report any known or suspected misconduct to the Managers or the Company's outside legal counsel. NOVA Maris will not retaliate or allow retaliation for reports made in good faith.
Employees shall take all appropriate action to make management aware of any known misconduct by fellow employees or other personnel that violates this Code of Ethics. Employees shall report any known or suspected misconduct to their Manager or superior or outside legal counsel.
Discrimination and Harassment
NOVA Maris is an equal opportunity employer in hiring and promoting practices, benefits and wages. We will not tolerate discrimination against any person, employee or prospective employee on the basis of race, religion, colour, gender, age, marital status, national origin, sexual orientation, citizenship or disability (where the applicant or employee is qualified to perform the essential functions of the job with or without reasonable accommodation), or any other basis prohibited by law in recruiting, hiring, placement, promotion or any other condition of employment.
NOVA Maris policy strictly prohibits any form of harassment in the workplace, including sexual harassment. This policy applies to conduct that is made a condition of employment, is used as a basis for employment decisions, creates an intimidating, hostile or offensive working environment, or unreasonably interferes with an individual’s work performance.
If you believe you have been subjected to harassment or discrimination of any kind, you should promptly report the incident to your Manager, superior or outside legal counsel.
Complaints of harassment or discrimination will be investigated promptly and will be kept confidential to the extent reasonably possible. Employees who engage in acts of harassment and discrimination are subject to corrective action that may include termination of employment. NOVA Maris will not retaliate against anyone for making a good faith compliant or report of harassment or discrimination or participating in the investigation of the complaint or report.
Anti-Bribery Policy
As a matter of policy, NOVA Maris and its subsidiaries, managers, personnel, representatives, agents, and third parties acting on its behalf, may not offer, promise, give, or receive, directly or indirectly any “thing of value” to any person for the purpose of securing an improper business advantage, obtaining or retaining business, or causing that person to improperly exercise his or her authority or otherwise in violation of applicable anti-bribery laws. These types of payments or transfers are prohibited whether made directly or indirectly, including through an agent, broker, or other third party.
The Management of NOVA Maris has adopted this Code of Ethics for all its employees, managers and agents/clients (both shipowner companies/ seafarers). This Code and other internal policies are intended to help NOVA Maris in conducting its business consistent with legal and ethical responsibilities and obligations. As a mediation agency, NOVA Maris has an undivided duty of loyalty to act solely in the best interests of its clients – both shipowner companies as well as seafarers, searching for employment or ex-crew, an obligation which includes the responsibility to make full and fair disclosure of all material facts, especially where NOVA Maris interests’ may conflict with those of its clients. In carrying on its daily affairs, NOVA Maris and all of its supervised persons shall act in a fair, lawful and ethical manner, in accordance with the applicable local and international laws, rules and regulations. The Code of Ethics applies to all relevant persons of NOVA Maris and its subsidiaries. In the case of joint ventures, NOVA Maris representatives concerned are expected to act in accordance with this code themselves and to use reasonable endeavours to influence those with whom they are working to ensure they also act to similar standards of integrity and ethical behaviour.
The successful operation and reputation of NOVA Maris and its consolidated subsidiaries depend upon the professional work performance and the ethical conduct of its directors, officers and employees. The Company’s reputation for integrity and excellence requires careful compliance with the spirit and letter of all laws and regulations, as well as a commitment to the highest standards of personal and professional conduct.
NOVA Maris was built by people with sound character and a long history of good marine practices. There is an attitude of trust and respect between the Company and its customers, employees, business partners, suppliers, and shareholders. That trust and NOVA Maris’ reputation must be preserved and protected. Managers and employees have a duty to support the goals and objectives of NOVA Maris, and to act in a way that will always merit the continued confidence of those who have placed a reliance on NOVA Maris.
NOVA Maris periodically updates its Corporate Code of Ethics in order to clarify certain policies on compliance with applicable laws, rules and regulations and to modify certain aspects of internal reporting procedures.
Safety in the Workplace
The safety and security of employees is of primary importance. All Employees and Clients are responsible for obeying all Company safety rules.
Conflicts of Interest
NOVA Maris and its subsidiaries require managers and employees to conduct their non-work activities in such a manner that they do not conflict with the best interests of the Company or detract from the performance of their responsibilities. Managers and employees shall follow the general guidelines set forth below. The failure of any employee to adhere to these general guidelines may result in discipline measures, including termination of employment.
A conflict of interest occurs when a manager’s or employee’s private interests interfere, or even appear to interfere, with the interests of the Company as a whole. While it is not possible to describe every situation in which a conflict of interest may arise, examples include situations where a person uses his position with NOVA Maris to obtain improper personal benefits, a manager or employee owns a significant interest in a company that competes with NOVA Maris, a manager or employee participates in a business arrangement with NOVA Maris without prior disclosure and approval, or a manager or employee is simultaneously employed with a competitor, customer or supplier. Any manager or employee who is aware of a conflict of interest, or is concerned that a conflict might develop, should discuss the matter with his superior/colleague.
In brief: Employees must (a) avoid any interest that conflicts or appears to conflict with the interests of NOVA Maris or that could reasonably be determined to harm NOVA Maris’ reputation and (b) report any actual or potential conflict of interest (including any material transaction or relationship that reasonably could be expected to give rise to such conflict) immediately to the Manager and adhere to instructions concerning how to address such conflict of interest.
Corporate Opportunities
Employees owe a duty to advance the legitimate interests of NOVA Maris when the opportunities to do so arise. Employees may not take for themselves personally opportunities that are discovered through the use of corporate property, information or position.
Confidentiality and Privacy
It is important that Employees protect the confidentiality of NOVA Maris information. Employees may have access to proprietary and confidential information concerning the NOVA Maris’ business, customers, clients and suppliers. Confidential information includes such items as non-public information concerning the Company’s business, financial results and prospects and potential corporate transactions. Employees are required to keep such information confidential during employment as well as thereafter, and not to use, disclose, or communicate that confidential information other than in the course of employment. The consequences to NOVA Maris and the employee concerned can be severe where there is unauthorized disclosure of any non-public, privileged or proprietary information.
To ensure the confidentiality of any personal information collected and to comply with applicable laws, any employee in possession of non-public, personal information about the NOVA Maris’ customers, potential customers, or employees, must maintain the highest degree of confidentiality and must not disclose any personal information, unless written authorization is obtained.
It is vital that all managers and employees protect the privacy of the Company’s confidential information. Confidential information includes proprietary, technical, business, financial, joint venture, customer and employee information that is not available publicly. It is the employee’s responsibility to know what information is confidential and to obtain clarification when in doubt. The failure of any employee to adhere to these general guidelines may result in discipline measures, including termination of employment and benefits arising from employment and legal action.
Employees must not disclose confidential information to any person outside of the Company, unless authorized to do so. This includes, as prohibited, any disclosure of confidential information to family and friends. Where confidential information is entrusted to persons outside of NOVA Maris, efforts must be made to ensure the continuing protection and confidentiality of that information. Within NOVA Maris, confidential information should be disclosed only on a “need to know” basis.
Employees must not use confidential information for unauthorized purposes. They must also take reasonable care to protect confidential information against loss, theft, unauthorized access, alteration or misuse.
Employees leaving NOVA Maris who have had access to confidential information will be reminded of their continuing responsibility to protect it and maintain its confidentiality. The Company expects that employees joining it from other companies will not disclose the confidential information to those companies.
Honest and Fair Dealing
Employees must endeavour to deal honestly, ethically and fairly with NOVA Maris’ customers, suppliers, competitors and employees. No employee should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. Honest conduct is considered to be conduct that is free from fraud or deception. Ethical conduct is considered to be conduct conforming to accepted professional standards of conduct.
Managers and employees shall exhibit and promote the highest standards of honest and ethical conduct by:
· Encouraging and rewarding professional integrity thereby eliminating coercion, fear of reprisal, or alienation from the Company itself, which can act as barriers and inhibit responsible and ethical behaviour.
· Avoiding, prohibiting and eliminating any conflict of interest or appearance of a conflict of interest between NOVA Maris and what could result in personal gain for a manager or employee.
· Following a process for employees to inform senior management of practices which deviate from honest and ethical behaviour.
· Demonstrating their personal support for such policies and procedures.
· Acting in the best interests of NOVA Maris in order to preserve the Company’s reputation as a professional company operating with integrity and good character.
· Employees may not request, receive or collect personal compensation in connection with services provided by the Company.
Employees must endeavour to deal honestly, ethically and fairly with NOVA Maris’ customers, suppliers, competitors and employees. No employee should take unfair advantage of anyone through manipulation, concealment, abuse of privilege information, misrepresentation of material facts, or any other unfair-dealing practice. Honest conduct is considered to be conduct that is free from fraud or deception. Ethical conduct is considered to be conduct conforming to accepted professional standards of conduct
Protection and Proper Use of Company Assets
The Company’s assets are to be used for legitimate business purposes and only by authorized employees or their designees. This applies to tangible assets (such as office equipment, telephone, copy machines, etc.) and intangible assets (such as trade secrets and confidential information). Incidental and occasional personal use of computers, copiers, email and telephones is permitted, but such use should be minimized, as this costs NOVA Maris in productive time and money. Employees have a responsibility to protect the Company’s assets from theft and loss and to ensure their efficient use. Theft, carelessness and waste have a direct impact on NOVA Maris profitability. If a manager or employee becomes aware of theft, waste or misuse of the Company’s assets should report this to his/her superior manager or the General Counsel.
Compliance with Laws, Rules and Regulations
It is the policy of NOVA Maris to comply with all applicable laws, rules and regulations. It is the personal responsibility of each managers and employee to adhere to the standards and restrictions imposed by the various laws, rules and regulations – both local, national and international, as well as partner company’s regulations and regulatory authorities.
Any manager or employee who is unsure whether a situation violates any applicable law, rule, regulation or internal policy should contact the Management representative or NOVA Maris outside legal counsel.
Procedures Regarding Waivers
Because of the importance of the matters involved in this Code of Ethics, waivers will be granted only in limited circumstances and where such circumstances would support a waiver. Waivers of the Code may only be made by the Managers and will be disclosed by NOVA Maris.
Internal Reporting
Managers and employees shall take all appropriate action to stop any known misconduct by fellow employees or other Company personnel that violate this Code of Ethics. Employees shall report any known or suspected misconduct to the Managers or the Company's outside legal counsel. NOVA Maris will not retaliate or allow retaliation for reports made in good faith.
Employees shall take all appropriate action to make management aware of any known misconduct by fellow employees or other personnel that violates this Code of Ethics. Employees shall report any known or suspected misconduct to their Manager or superior or outside legal counsel.
Discrimination and Harassment
NOVA Maris is an equal opportunity employer in hiring and promoting practices, benefits and wages. We will not tolerate discrimination against any person, employee or prospective employee on the basis of race, religion, colour, gender, age, marital status, national origin, sexual orientation, citizenship or disability (where the applicant or employee is qualified to perform the essential functions of the job with or without reasonable accommodation), or any other basis prohibited by law in recruiting, hiring, placement, promotion or any other condition of employment.
NOVA Maris policy strictly prohibits any form of harassment in the workplace, including sexual harassment. This policy applies to conduct that is made a condition of employment, is used as a basis for employment decisions, creates an intimidating, hostile or offensive working environment, or unreasonably interferes with an individual’s work performance.
If you believe you have been subjected to harassment or discrimination of any kind, you should promptly report the incident to your Manager, superior or outside legal counsel.
Complaints of harassment or discrimination will be investigated promptly and will be kept confidential to the extent reasonably possible. Employees who engage in acts of harassment and discrimination are subject to corrective action that may include termination of employment. NOVA Maris will not retaliate against anyone for making a good faith compliant or report of harassment or discrimination or participating in the investigation of the complaint or report.
Anti-Bribery Policy
As a matter of policy, NOVA Maris and its subsidiaries, managers, personnel, representatives, agents, and third parties acting on its behalf, may not offer, promise, give, or receive, directly or indirectly any “thing of value” to any person for the purpose of securing an improper business advantage, obtaining or retaining business, or causing that person to improperly exercise his or her authority or otherwise in violation of applicable anti-bribery laws. These types of payments or transfers are prohibited whether made directly or indirectly, including through an agent, broker, or other third party.