Legislative Decree No. 231 of 8 June 2001 (Legislative Decree 231/2001) introduced a significant novelty in the Italian legal system, providing for a form of liability, defined as administrative, but comparable to criminal liability, for legal persons, companies or associations, including those without legal personality, for certain offences committed in the interest or to the advantage of the Entity, by persons in 'apical' positions or by those who are subject to the direction or supervision of the latter.
This liability is independent of the criminal liability of the natural person who committed the offence and is therefore additional to it.
The administrative liability of the Company is excluded if it has adopted and effectively implemented, prior to the commission of the offences, appropriate organisation and management models to prevent the offences themselves.
The Company has adopted an Organisational, Management and Control Model (Model 231), by resolution of the Board of Directors, which formalises, in a nutshell, the set of measures aimed at preventing the offences set forth in Legislative Decree 231/2001, within the scope of the activities identified as sensitive to the potential risk of an offence being committed under that decree.
The Company has also established a Supervisory Board, appointed by the Board of Directors and endowed with autonomous supervisory and control powers, with the task of supervising the operation of and compliance with the Model and ensuring that it is updated.
The principles and rules expressed in Model 231 are consistent with those set forth in the Group Code of Ethics adopted by the Company by resolution of the Board of Directors. The Code of Ethics expresses, inter alia, lines and principles of conduct aimed at preventing the offences set forth in Legislative Decree 231/01 and expressly refers to Model 231 as a useful tool for operating in compliance with regulations. The Code of Ethics must therefore be considered an integral part of this Model 231 and a fundamental tool for achieving the Model's objectives.