The Legislative Decree 231/01 regulates the liability of legal persons, companies and associations also without legal personality. The purpose of the Decree is to strike companies and associations for crimes committed in the interest of the institutions themselves by directors, and persons subject to their direction or supervision (criminal liability).
The criminal liability of the company finds, however, a form of exemption in paragraph 6 of the Decree when the company demonstrates, among other things, that:
• It has adopted and effectively implemented a"Model of organization, management and control" suitable to prevent the commission of crimes included in the Decree;
• It has committed to an "Organism" with autonomous powers of initiative and control the task of supervising operations, effectiveness and compliance of the Model, as well as updating it.
Italtel S.p.A. therefore adopted a corporate governance system to meet the needs of clearness, transparency and ethics required by the market and shareholders in managing of the business.
The company has consistently adapted its internal control system and continuously strives to maintain it suitable to prevent the commission, by the personnel of the Company, its consultants and partners, of the offenses included in the D. Lgs. 231/01 and subsequent amendments.
For this purpose Italtel S.p.A. adopted since November 5, 2002 a Model of Organisation, Management and Control and appointed the Supervisory Body (SB) to supervise its implementation and adequacy. To implement such a Model the relevant company functions in agreement with the SB adopted specific protocols in order to prevent the commission of the crimes included in the Decree. There are two kinds of protocol :
• general, that recall the basic principles defined in the Model;
• specific for areas or activities at risk of crime, which contain a concise description of the process and activities covered by the Protocol, the offenses that could be committed, the applicable control elements, the specific rules of behaviour, the information flows towards the SB.