PERSONNEL POLICY

1. GENERAL FRAMEWORK
The Personnel Policy refers to the individual relationships between the employer
and its employees in the field of work interactions, according to the applying
legislation, and sets the general framework for the work behavior and discipline
applying to all employees.
All employees must comply with the provisions of this policy. Any exceptional
situation likely to occur is to be settled by the company management, as
appropriate.
This policy will be updated according to the applying legal provisions by the
Human Resources Department together with the company legal advisor, following
consultations with the employees’ representatives, if applicable.
The principles set in this manual will be handled according to the laws and
regulations in force in Romania.
The applying laws and regulations existing in Romania will prevail over this policy.

2. PRESENTATION OF EMPLOYER PROMIDEA S.R.L.

 It is a Romanian legal entity, set up under the provisions of Law no.
31/1990 on trading companies, registered with the Trade Register under
no. J23/2974/2012, with sole registration code RO18277153
 It is a trading company with fully private equity
 The operating period is indefinite

3. GENERAL EMPLOYMENT POLICY

3.1. Purpose of the policy
 To establish a climate and the appropriate means meant to motivate
employees to develop their abilities and to grant equal chances of
promotion, based on performance and abilities, with no discrimination of:
age, physical qualities, origin, race, religion, sex or marital status.
 To provide a fair and competitive systems of salaries and other perks.
  To create an environment which allows for the identification of initiative,
weak points and problems in general, and to solve them through interactive
communication.
 To create a work environment which encourages and rewards the best
employees, thus motivating them to come up with initiatives.
 The opportunity to recruit the most appropriate human resources, with
special care to the recruitment process, by ensuring staff selection based on
their education, expertise and abilities necessary for their future
development.
3.2. Recruitment
The recruitment of employees, including those with a labor contract for a
definite period, is within the limits of the established budget.
3.3. Selection
The human resources department is in charge with the identification of any
potential candidates, as follows:
1. to select the candidates from among the existing resumes
2. to cooperate with companies specialized in human resources
3. to make recommendations from among already existing employees
4. to make recommendations from among former employees
5. to place advertisements on specialized sites
Terms for selection:
The company ensures equal opportunities to qualified persons, with no
discrimination of age, sex, race, religion, political beliefs, nationality and/or
other factors under the interdiction of the law.
The steps which need to be taken in order to hire candidates are as follows:
- The department with the vacancy initiates the recruitment application and
asks the Human Resources Department to obtain from the company
management the approval to start the procedures.
- The Human Resources Department obtains the approval from the
management and starts the recruitment procedure by posting the vacancy
on specialized web sites.
- The Human Resources Department interviews and proposes the shortlist –
2 candidates – to the head of the department with the vacancy.
 - The final candidate is the one who obtains positive recommendations both
from the Human Resources Department, and from the head of the
department for which recruitment is performed.
- For managerial positions in departments/divisions, the interviews will also
extend to members of the company management.
The interviews are completed after the Interview Report is filled in.
3.4. Employment offer
The employment offer is made by the Human Resources Department after
obtaining the approvals on the Hiring Form.
3.5. Labor contract
The individual labor contract is the connection between the employee and the
company. The labor contract may be closed for a definite or an indefinite
period.
The contract must include the clauses from the Labor Code in force.
If there are changes to the terms stipulated in the contract, the employee
must be informed in writing before the modification is operated, and the labor
contract is amended through an addendum signed by both parties.
3.6. Employees
Permanent employees (full time or half time)
Employees who sign a contract for an indefinite period are deemed permanent
and are entitled to all the benefits described in this policy.
Temporary employees
Employees who sign a contract for a definite period or temporarily for a
specific task are deemed temporary and are entitled to the benefits described
in this policy.
The hiring methods for both categories are similar.
Temporary staff may have the same responsibilities as the permanent staff,
but cannot be placed in confidential positions or cannot be in charge with
security, money, debit instruments, confidential information. For any
exception, the approval of the company General Manager is to be obtained.
3.7. New employees
The Human Resources Department keeps an updated track of all employees.
The employees’ files must contain:
- A copy of the identity document
- The resume
 - A medical certificate *
- Copies of the children’s birth certificates, of the marriage certificate
- Copies of degrees
- The labor contract
- The job description
- Addenda
The submittal of false documents by the employee or failure to submit all the
documents entitles the employer to decide whether it continues or not the labor
relations.
*Prior to being hired, candidates must undergo a medical checkup. The doctor’s
opinion is necessary in order to evaluate the employee’s health condition. The
cost of medical evaluation of new employees is incurred by the company. During
the employment, the company may ask its employees to undergo regular medical
checkups.
3.8. Special categories of employees
RELATIVES
The spouse, 1st or 2nd degree relatives of employees cannot work in the same
department. If they become relative after being hired, one of the employees must
be transferred so as to ensure compliance with the above-mentioned rule.
3.9. Requirements for managerial or strategic positions
3.9.1. General provisions
Taking into account the strategic needs of the company, the employees appointed
to managerial positions must comply with certain honesty requirements and must
meet the appropriate conditions of professional training and education. Thus,
they must comply with the general principles indicated below, and must maintain
a high level of behavior in the company:
 to always promote an honest and ethical behavior, and to avoid any
situations or problems that may cause the occurrence of conflicts between
personal and professional interests;
 to act in good faith, with responsibility, competence, prudence and
diligence, not to hide intentionally the presentation of material facts;
 to observe the laws and the internal norms of the company
 not to display a behavior which breaks the law, not to exert any fraudulent
influence, manipulation or misleading of the independent auditor, for the
purpose of presenting errors in the financial statements;
  to comply with the confidentiality of information obtained during his/her
activity with the company;
 to make decisions which take into account the company interest;
 to inform the company General Manager on any information referring to
important deficiencies or vulnerabilities in his/her activity, any fraud or
conflicts of interests – both existing and potential – between their personal
and professional interests in which any employee is involved;
 any other situation which may negatively impact the company;
Employees appointed to managerial positions within the company must have
relevant professional expertise according to their resumes or seniority certificates
from their personal files and must display effective managerial abilities.
3.9.2. Requirements for managerial positions
Financial manager
 Higher education degree in the economic field
 Minimum 5 years’ expertise in a position with similar responsibilities
 Minimum 3 years’ expertise in the commercial field
 Chartered accountant
 Member in the auditors’ association
 Excellent knowledge of electronic financial and accounting systems
 Excellent knowledge of the system of financial obligations to the
state/accounting legislation
 Excellent knowledge of the international accounting standards, charts of
accounts and trading activities
 Very good knowledge of the field legislation in Romania
 Ability for accurate risk identification and management
 Favorable references from the previous job
 Knowledge of English – proficiency level; criminal record with no
antecedents
Head accountant
 Higher education degree in the economic field
 Minimum 3 years’ expertise in a position with similar responsibilities
 Chartered accountant
 Minimum 3 years’ expertise in the commercial field
 Excellent knowledge of electronic financial and accounting systems
  Excellent knowledge of the system of financial obligations to the
state/accounting legislation
 Excellent knowledge of the international accounting standards, charts of
accounts and trading activities
 Very good knowledge of the field legislation in Romania
 Ability for accurate risk identification and management
 Favorable references from the previous job
 Knowledge of English – proficiency level;
 criminal record with no antecedents
Human resources manager
 higher education degree
 specialization courses in Human Resources Management
 expertise in human resources management/development
 excellent knowledge in the field of human resources on the local market
 excellent knowledge of the labor legislation and social insurance legislation
 skills and capacity of psychological evaluation
 managerial skills in conflict communication and settlement
 knowledge of English – proficiency level
 criminal record with no antecedents
IT manager
 Higher education degree in the technical field: computer
science/electronics/mathematics
 Minimum 5 years’ expertise in the computer field
 Skills of web development and automatic application trial
 Skills of business analysis
 Excellent skills of software solution architecture
 Abilities of ethnic leadership, mentoring and team training
 Knowledge of English – proficiency level
 Criminal record with no antecedents
Head of the Production Department
 Higher education degree – preferably in the technical field
 Excellent knowledge of Adobe Photoshop and Corel Draw
 Excellent abilities of team management
 Excellent knowledge of quality tests and procedures ( Intertek, BV, STR)
 Sound knowledge of Printing Indoor/outdoor
  English – proficiency level
 Criminal record with no antecedents
Key account manager (fees, contracts, acquisitions)
 Higher education degree – preferably in the economic, marketing fields
 Excellent communication skills
 Expertise in simultaneous project management and follow up
 Skills in planning the team activity
 Skills and expertise in maintaining the relationship with one or several
clients
 Advanced technical office skills – Internet, power point, excel
 Excellent skills of team management
 English – proficiency level
 Criminal record with no antecedents
Sourcing Manager (acquisitions)
 Higher education degree – preferably in the economic, marketing, technical
fields
 Excellent communication skills
 Expertise in simultaneous project management and follow up
 Skills of negotiation and tracking of contracts with merchandise providers
 Skills and expertise in maintaining the relationship with one or several
clients/suppliers
 Expertise in team management
 Advanced technical office skills – Internet, power point, excel
 English – proficiency level
 Criminal record with no antecedents
Area Manager – specialist marketing
 Higher education degree – economic, marketing, technical fields
 Excellent communication skills
 Analytic, attentive to details
 Expertise in maintaining and developing the relationship with the company
clients
 Skills of monitoring the stages set per project
 Expertise in team management
 Advanced technical office skills – Internet, power point, excel
 English – proficiency level
  Criminal record with no antecedents
Creation Division Manager
 Higher education degree – the artistic field, graphic design specialty is a
plus
 Excellent abilities of Adobe Suite, Corel Draw
 Managerial skills of managing and coordinating the project team
 Expertise in creative activities in simultaneous projects
 English – proficiency level
 Criminal record with no antecedents
Transport manager
 Higher education degree
 Minimum 3 years’ expertise in transport, logistics, acquisitions, sales
 Advanced abilities of contract negotiation with clients/suppliers
 Advanced European and non-European legislative knowledge related to
customs operations
 Advanced knowledge of the legislation in the sea, air and land transports
 English – proficiency level
 Criminal record with no antecedents
4. FINAL PROVISIONS
 The above-mentioned requirements referring to the expertise, professional
training and competence are basic requirements for the company
managerial positions.
 If any of the above-mentioned provisions is modified/completed/cancelled
by a legal provisions, the provisions of the latter shall apply.
5. TERMINATION OF THE LABOR CONTRACT
An employee’s labor contract may end as follows:
1. rightfully
2. with agreement of the parties, on the date agreed upon by them;
3. following the one-sided will of either party, in the cases and under the
limitative conditions stipulated by the law
All the situations of termination of a labor contract with the company are
governed by the labor legislation in force in Romania.
6. REMUNERATION
6.1. General provisions
The remuneration/salaries and benefits granted by the company will always be
fair and competitive, ensuring the accomplishment of the following objectives:
1. to reward performance and quality
2. to maintain the company competitive on the market
3. to impose and keep the internal cohesion and the concept of fairness in
every unit. The company policy aims to evaluate the positions and reward
the employees, so that employees with the same responsibilities and skills,
from various departments, be rewarded based on the same salary scheme
4. since personnel costs are an important issue of the company budget, they
have to be closely calculated and monitored.
The employees’ salaries are calculated and paid in RON. Exceptions to this rule
only apply if stipulated in the individual labor contract.
Each employee is entitled to 12 salaries a year.
The salary is paid to the employees’ accounts opened with Unicredit Tiriac Bank,
once a month, on the last business day of the month.
6.2. Position analysis and evaluation
The company sets the salaries considering the difficulties and complexity of the
work, as well as the responsibility and decision making levels. Salaries rely on the
content of the work and its efficiency.
The evaluation system is divided in two stages:
a. Job analysis
b. Job evaluation
Through the above-mentioned method, the company may become aware of and
reward the efficiency of every employee.
The evaluation methods offer the line manager the opportunity to examine the
employees’ training and development need for organizational purposes.
Result of the evaluation:
For the employee
It offers the employee a regular formal information on his/her personal
performance.
Thus, the employee has the opportunity to know whether s/he fulfills his/her
tasks successfully and whether s/he meets the company expectations and has the
opportunity to improve his/her performance.
For the Human Resources Department
It obtains standardized information on the employee’s performance. Depending
on the results, the company may offer pay rises, may decide on promotions, may
identify the employee’s strong and weak points and, as applicable, a plan of
professional improvement and applies the best management methods for staff
development.
For the future of the contract relationship between the employee and Promidea
If, for two consecutive evaluations, the results is unsatisfactory, they Require
Improvement or Are Poor, the company reserves the right to decide to change
the job or attributes, with the employee’s approval, or to draft and complete the
dismissal operation for professional incompliance reasons.
7. DISCIPLINE
Cases of indiscipline, professional indiscipline or violation of working procedures
will make the object of disciplinary investigations.
The Human Resources Department will draft the documents necessary to set up
the disciplinary committee approved by the legal advisor. The result of the
disciplinary committee – the Minute of the employee’s meeting and hearing, will
be submitted, together wit the proposals of the committee members, to the
Company General Manager, who will decide to sanction or not the employee who
made the object of the disciplinary investigation, as well as the type of sanction to
be applied to the employee according to the Labor Code, Law 53/2003 with the
subsequent amendments.

8. WORKING CONDITIONS
WORKING HOURS
The daily working schedule comprises 40 hours/week, 8 hours/day, Monday to
Friday, from 9 a.m. to 6.00 p.m.
The lunch break is included in the working hours. Employees benefit from 1 (one)
hours of lunch break during the day.
Shifts and extra time will be settled according to the legislation in force. Overtime
is performed upon the request of the line manage or with prior approval. If
compensation with days off is not possible, overtime will be paid based on the
documents stipulated by the law, and with the General Manager’s approval.
9. PROVIDING INFORMATION TO THIRD PARTIES
According to the company policy, the information related to the personnel is
strictly confidential and cannot be revealed to persons, organizations,
unauthorized third parties.
Any request for information must be addressed to the Human Resources
Department, which is in charge with checking the authenticity of the request.
1. All requests for recommendations or information on the performance of an
employee or former employee will be addressed to the Human Resources
Department.
2. All requests from third parties requesting information on an employee or a
group are to be submitted to the Human Resources Department (HRD).
3. Requests made by phone will not be answered to, except for requests
related to efforts to obtain credits from other financial institutions.
Requests are to be made always in writing or in person and must be
properly grounded.

10. ABSENCE FROM WORK

Paid days off
Under the company personnel policy, employees are entitled to paid days off, as
follows:
- Marriage of an employee – 5 days
- Marriage of an employee’s child – 2 days
- Birth of a child – 5 days for the father + 10 more days if the father proves to
have attended an infant care class
- Death of the spouse, child, parents, in laws – 3 days
- Death of grandparents, siblings – 1 day
- Blood donor – according to the applying laws
- Change of the workplace to another location, at the company request – 5
days
Sick leave
It is the company policy to support employees who miss work for health reasons.
The salary will be paid according to the applying legislation, but it is compulsory
for the employee to present a medical certificate. It is the employee’s obligation
to inform the company 1 day at the latest as of the occurrence of his/her work
incapacity. The maximum number of days of temporary work incapacity allowed
by this certificate complies with the legislation in force.
Citizen responsibilities
Requests for absence for the fulfillment of citizen responsibilities are to be sent
for approval to the Human resources Department (HRD).
Study leave
It is the company policy to support employees who continue their studies;
employees who study in universities or other similar institutions or continue their
studies in the relevant field are entitled to 10 (ten) business days’ leave a year.
This leave will be granted only for a time frame stipulated by the law, meant to
complete the studies. Under no circumstance are employees to transfer their
leave for the next year. Employees must send their request to the HRD at least 1
(one) month in advance, together with the documents which indicate the type of
studies and the education institution.
It is the employer’s right, according to the Labor Code, to set whether the
employee’s absence might damage the company.
Pre and post partum leave
The company grants a paid maternity leave according to the provisions of the
Romanian legislation in force, under the following terms:
- Employees are entitled to 63 days of medical leave before and 63 days after
the birth of a baby. The days before and after giving birth can be
compensated between themselves. According to the legislation in force,
the minimum number of days for the post partum leave is 42 days prior to
the moment when the mother returns to work.
According to the legislation, employees who contributed to the health social
insurance fund and have a child are eligible to receive a paid leave for raising the
child up to 1 year of age or until the child turns two.
The leave is granted under an application and is paid from the social insurance
budget and only applies to one of the parents (mother or father).
The conditions for receiving a maternity leave can be changed according to the
legal provisions in force.
Unpaid leave
Unpaid leave may be granted to employees after they submit documents which
specify the reason and the number of days off they need. After obtaining the
necessary approvals, the Human Resources Department has to implement it.
According to the legislation in force, unpaid leave can be obtained in the following
situations:
  for individual study (e.g.: preparation of MA, PhD theses, exams etc.),
provided the line manager has approved it; maximum 30 days are granted
in this case
 for child care until the child turns 3
 for solving various personal issues. In this case, unpaid leave cannot exceed
5 consecutive business days.
Annual leave
Annual leave can be taken between January 1 st and December 31st, every year. In
the case of persons hired during the year, the duration of the leave for the said
year will be pro rata with the period actually worked by the employee.
For the leave period, the employee is entitled to an amount at least equal to a
basic salary plus bonuses, where applicable.
Employees are entitled to at least 21 business days of paid leave.
Leaves must be reasonably distributed and must be scheduled in every
department in due time, taking into account the needs of normal operation of the
company. The company is entitled to reject any leave request at a time when it
may hinder its good operation. It is recommended that the annual leave be used
during the year; if, for reasons which depend on the company activity, this is not
possible, the remaining leave days will be used during the next 18 months,
according to the legislation in force.
In situations imposed by special circumstances, the line manager is entitled to ask
the employee to postpone his/her leave until a certain date when the special
situation comes to an end.
Any official holiday which occurs during the employee’s leave is added to the
duration of the leave. Official holidays are as set by the Romanian law in force, as
follows:
January 1st, 2nd – New Year
January 24th – Union of Romanian Principalities
April 16th, 2017 (Sunday), April 17th (Monday ) – Easter
May 1st – Labor Day
June 4t, 5th - Pentecost
August 15th – Dormition of the Mother of God
November 30th – St Andrew
December 1st – National Day of Romania
December 25th, 26th – Christmas
2 days for each annual holiday declared by the church other than the Orthodox Church, for
minorities
If not all employees can simultaneously benefit from the above-mentioned days
off, other days off will be granted as commonly agreed upon.
Requests for any type of leave are to be submitted by employees using the
application Time
10.1. Trips during working hours
Trips for personal reasons during working hours are only accepted in exceptional
situations and only with the line manager’s approval. In such cases, the employee
will send an e-mail to the HRD after obtaining the line manager’s approval, placing
the manager in Cc. Such trips during working hours will be calculated by the HRD
and, if there are more than 8 hours of absence altogether, one day will be
deducted from the employee’s total annual leave.
10.2.Keeping track of leaves
The HRD keeps track of leaves. Upon arrival at/leave from the company, the
employee must use the access card.
A day of absence without notification will be deemed a day of unpaid leave.
Two such consecutive days without a notification will be reason enough for the
company to give a verbal warning to the employee.
Three consecutive days of absence without a notification will be deemed
indiscipline, and the company representatives will discuss and decide one-sidedly
on the termination of the individual labor contract for indiscipline.
In cases of force majeure, the employee is exonerated, provided the force
majeure event is evidenced. Such cases may refer to the following: the employee
is hospitalized and cannot inform the company, the employee is abroad and,
independent of his/her will, s/he cannot return to Romania, the employee is away
and cannot return because of unfavorable weather conditions or any other similar
situations.
10.3. Keeping track of absences
Each manager is in charge with monitoring the absences in his/her department. It
is the manager’s responsibility to investigate the problems which caused the
absences, to talk to employees who miss work and to inform the HRD every time
an employee does not come to work without giving a notification in advance.
The HRD can check, whenever it deems necessary, the situation of attendance in
the company.
All absences, regardless of reason, must be recorded in the payment system.
11. BENEFITS
It is the company policy to provide benefits to its employees.
 The company grants all employees a subscription of medical services with a
clinic with national coverage.
 The company may grant its employees meal tickets.
 The company can cover for the employees’ daily transportation fees.
 Depending on the position type, the company may provide a mobile phone,
a laptop and/or a car.
11.2. Variable bonuses
The company uses schemes of variable payment in order to reward performance
and motivate employees. Such schemes are approved by the company General
Manager.

12. EDUCATION AND PROFESSIONAL TRAINING

The company gives its employees the opportunity to continue their studies while
working. The company offers training programs which are especially designed for
skill development and improvement of performance at work.
All aspects referring to education and professional training are managed by the
HRD.

13. TRANSFERS
It is the company policy to distribute employees so as to cover vacancies with the
most suitable employee for each position, and to develop his/her potential to the
fullest extent possible.
For the above-mentioned purpose, the company may decide to change the
employee’s position onto a similar level, but with different attributes; the
company may also decide to delegate/transfer an employee. All such
modifications will be made in compliance with the legal provisions in force.

14. BUSINESS TRIPS AND EXPENSES

All (international and local) business trips and the related costs for the company
employees are set through internal procedures of the Accounting Department.

15. GENERAL RULES FOR EMPLOYEES’ CONDUCT

These rules of conduct aim to inform every employee on how the company
wishes them to behave in various circumstances, creating a certain style of
conduct, as follows:
 to create an agreeable, calm, clean and suitable environment for team
work, for the peers, customers, visitors
 to use correctly the facilities offered by the company and to avoid useless
costs
 to create an atmosphere which stimulates the desire to work, to avoid
stress, noise or any other source of discomfort
 to make maximum use of the actual work time for the performance of
professional tasks
In their relation with the internal or external customer, regardless of activity, the
employee must have a polite and friendly approach. Conversations with peers and
customers must have a polite and calm tone. The relationships with customers
must rely on professionalism, courtesy, politeness and, most important of all,
loyalty and confidentiality.
Employees must refrain from raising their voice in conversations, but also in their
communication with peers. It is obvious that the conduct in the relationship with
business partners and with peers reflects both the personal and professional
image, as well as the image of the company.
During their activity, employees must remember that they are an integral part of
an organization and of a team with the same objectives, values and culture.

Assistance, support, cooperation, communication and harmony among team

members are compulsory for the accomplishment of a common goal.
Rules for the principles of nondiscrimination and respect for human dignity
 Work relationships are governed by the principle of equal chances for all
employees.
 Any direct or indirect discrimination of an employee based on criteria such
as sex, sexual orientation, genetic features, age, nationality, race, color,
religion, political beliefs, social origin, disability, social status or family
responsibility, trade union membership or activity, is forbidden.
 For his/her activity, any employee benefits from working conditions
suitable for his/her activity, social protection, labor health and security, as
 well as respect for his/her dignity and consciousness, with no
discrimination whatsoever.
 All employees are entitled to equal remuneration for equal work, the right
to collective bargaining, the right to personal data protection, as well as the
right to be protected against illegal negotiations.
Work relationships rely on the principle of agreement and good faith. For good
work relationships, participants will keep themselves informed and will talk to
each other according to the law and this policy.

16. ACCESS TO THE COMPANY PREMISES (access and exit)

Employees will have access to the company premises based on their access card.
The IT department is in charge with managing the access card and the time
recording. The loss of the access card is to be reported to the IT and HRD.
a) Employees must have access to the company premises during working
hours by using the card.
b) All employees must arrive on the company premises so as to comply with
their working hours.

17. USING THE COMPANY EQUIPMENT

Computers, photocopiers, phones and other equipment provided by the company
for the daily activity must only be used to the interest of the company.

18. DRESS CODE

18.1. Appearance:
Employees must come to work by observing the following rules on appearance:
Women must have plain, beautiful, decent, casual or smart outfits.
a) Transparent and low-neck tops or skirts, shorts or flip-flops are not
accepted
Men must have a clean appearance, casual or casual-smart outfits
b) Shorts and flip-flops are not accepted.
18.2. Meals:
Eating is only permitted in the kitchen from the company head office, in order to
keep the work space clean and avoid any disturbance during lunch.
The lunch break must not last more than one hour.
During the lunch break, in each department there must be half of the total
number of employees, by rotation, so that the ordinary activity of the company is
not negatively affected.
18.3. Smoking
 Smoking is not allowed on the company premises, mainly in open spaces,
for obvious reasons, namely to keep the air clean and comply with the legal
provisions.
 Employees may use for smoking the areas especially created on the ground
floor, but all employees must reduce smoking time as much as possible.
18.4. Noise in open areas
 Given the fact that people work in areas where several employees share
the same space, all employees must avoid to produce noise which might
disturb their peers
 Phone conversations and discussions must keep an appropriate tone of
voice, and should be avoided as much as possible in such spaces.

19. SECURITY RULES

The security rules referring to confidential information, the security of documents
and data, the action plan in case of alarm and the steps which need to be made in
case of emergency are described in the Security Policy.