1. FOREWORD
2. PURPOSE
3. REFERENCE DOCUMENTS
4. SCOPE OF APPLICATION
5. LABOUR RELATIONS
6. SUBJECTIVE SCOPE
7. CONTENT OF THE REPORT AND ANONYMOUS REPORTS
8. MANAGING ENTITY
9. SIGNALLING MODE: INTERNAL CHANNEL
10. EXTERNAL CHANNEL AND PUBLIC DISSEMINATION
11. MANAGEMENT OF ALERTS
12. RECORD KEEPING
13. PROTECTIONS FOR THE REPORTER
14. PROTECTION OF CONFIDENTIALITY
15. PROHIBITION OF RETALIATION
16. PROTECTED INFORMATION
17. DISCIPLINARY SANCTIONS

1. FOREWORD

1.1 For the purposes of this Procedure, “whistleblowing” means a report made by a person who, in the performance of his or her duties, becomes aware of an offence or of a situation of risk or danger of such offence being committed (hereinafter: Whistleblower), in relation to one of the matters included in the Scope of Application set out in paragraph 4 below (hereinafter: Reportable Breaches).

1.2 The reports covered by this procedure (hereinafter: Reports) consist of information (including well-founded suspicions) concerning:

• violations committed,
• violations not yet committed but which the reporter reasonably believes could be committed on the basis of concrete elements,
• conduct aimed at concealing the above violations, provided that it relates to Reportable Violations.

1.3 The Company has implemented a system enabling the Whistleblower to make Reports in a manner and with guarantees that comply with the requirements of the Whistleblowing Decree (hereinafter: Internal Channel).

2. PURPOSE

2.1 The purpose of this procedure is to:
define its scope of application,
provide the reporting person with clear operational indications on the subject, contents, addressees and modalities of transmission of the reports; and
inform the Whistleblower about the forms of protection and confidentiality afforded to him/her.

3. REFERENCE DOCUMENTS

Directive (EU) 2019/1937 on the protection of persons who report breaches of Union law and on the protection of persons who report breaches of national laws
Legislative Decree No. 24 of 10 March 2023
ANAC Guidelines of 12 July 2023
CONFINDUSTRIA Guidelines October 2023

4. SCOPE OF APPLICATION

4.1 A Reportable Violation under this procedure is any conduct, act or omission consisting of:
offences falling within the scope of European Union or national acts relating to the following areas:
public procurement;
financial services, products and markets and the prevention of money laundering and terrorist financing;
safety and conformity of products (to the mandatory standards applicable to them);
transport security;
environmental protection;
radiation protection and nuclear safety;
food and feed safety and animal health and welfare;
public health;
consumer protection;
protection of privacy and protection of personal data and security of networks and information systems;
acts or omissions affecting the financial interests of the European Union;
acts or omissions concerning the internal market (including antitrust and state aid rules);
acts or conduct that frustrate the object or purpose of the Union’s provisions in the areas mentioned above.
Any violations of the Code of Ethics shall only be considered reportable under this procedure if they relate to violations included in the list above.

5. LABOUR RELATIONS

5.1 Excluded from the Reportable Violations under this procedure are disputes, claims or demands related to a personal interest of the Whistleblower that concern his or her employment relationship with the company (e.g.: reports concerning labour disputes, discrimination between colleagues, interpersonal conflicts between the Whistleblower and another worker, and the like).

6. SUBJECTIVE SCOPE

6.1 Reports may be submitted through the Internal Channel by persons working in the Company’s work environment in the capacity of:
employees and self-employed persons working for the Company;
employees and collaborators of the Company’s suppliers
consultants, freelancers;
paid and unpaid volunteers and trainees of the Society;
shareholders and individuals entrusted with the administration, management, control, supervision or representation of the Company.
6.2 The above parties may send the Report:
a) when the legal relationship with the Company is ongoing (e.g. during an employment relationship);
b) when the legal relationship has not yet begun, if information on infringements has been acquired during the selection process or at other pre-contractual stages;
c) during the probationary period;
d) after termination of the legal relationship if the information on violations was acquired before termination of the relationship (e.g. retirement)

7. CONTENT OF THE REPORT AND ANONYMOUS REPORTS

7.1 The Report must contain information that is clear, precise and as detailed as possible in order to allow the Management Entity to carry out the due and appropriate investigations, aimed at verifying the validity of the report and the criticality of the facts reported. To this end, the Report must contain information such as:
identity of the reporter and relationship with the company concerned by the report,
type of misconduct/violation occurred,
circumstances of time and place in which the reported event occurred,
description of the fact,
generalities of the person who engaged in the irregular conduct,
generalities of the injured party, if any,
details of any other persons aware of the unlawful conduct,
presence of documents that can confirm the facts (to be attached to the Report, if available)
any other relevant element that may facilitate the investigation.
It is also indispensable that the elements indicated are known directly to the reporter and not reported or referred to by others.
7.2Because the Internal Channel guarantees strict confidentiality on the identity of the reporter, and because a number of additional safeguards are also provided for the reporter, anonymous reports will not be taken into account.

8. MANAGING ENTITY

8.1The Reports made through the Internal Channel are addressed to a committee composed of two lawyers from an external law firm (hereinafter: the “Managing Body”), which will handle them in accordance with the provisions of the current legislation. The composition of the Managing Body, made up exclusively of members from outside the organisation who ensure independence and impartiality, in that they are not hierarchically or functionally subordinate or super-ordinate to the Reporting Party, or to the person indicated as being responsible for the violation, ensures that there is no potential related or conflicting interest in the Report, such as to compromise its impartiality and independence of judgement.
8.2 Any Report submitted to a person other than the Management Entity, but which is a “Whistleblowing” Report (insofar as it refers to one of the situations included in the Scope of Application as identified above and because it is defined as such by the Whistleblower in the transmission of the Report) shall be forwarded by the recipient to the Management Entity within seven days from its receipt. (By way of example: if a subject other than the Managing Entity receives a communication in a sealed envelope on which it is indicated that it is a Whistleblowing Report, the recipient must, without opening it, promptly forward it to the Managing Entity).

9. SIGNALLING MODE: INTERNAL CHANNEL

9.1 The Company has activated an IT platform (hereinafter: Software) dedicated to the receipt of Reports, and accessible from the Abert website. Through the Software the Whistleblower is guided through each stage of the process, up to the forwarding of the Report; during the operation he/she will be asked to fill in a series of fields, the completion of which – to be carried out in compliance with the requirements – is necessary.
9.2As an alternative to the written form, the Notification may be made by means of a recorded voice message, also conveyed by means of the Software.
9.3 Should the Reporting Party wish to communicate its Report verbally directly to the Management Entity during a dedicated meeting, it may specify such a request in the message (verbal or written) forwarded through the Software.

10. EXTERNAL CHANNEL AND PUBLIC DISSEMINATION

10.1 In addition to the internal channel set up by the Company, the Decree provides that the Whistleblower, in certain cases, may also have recourse to an external channel, as well as to the instrument of public disclosure; these alternative means, however, may only be used if the conditions detailed below are met.
10.2 The external reporting channel – set up and managed by ANAC (National Anti-Corruption Authority) – can be used in the following cases:

• when there is no mandatory activation of the internal reporting channel within the work context, or when the internal channel is not active or does not comply with what is required by law;
• when the reporting person has already made an internal report, and the report has not been followed up;
• when the person making the report has reasonable grounds to believe that, if he or she made an internal report, it would not be effectively followed up or that the report might lead to a risk of retaliation;
• when the person reporting has reasonable grounds to believe that the breach may constitute an imminent or obvious danger to the public interest.
  10.3 External reports are made in written form through the IT platform set up by ANAC, or in oral form through telephone lines or voice messaging systems or, at the request of the Whistleblower, through a face-to-face meeting set within a reasonable time.
  10.4 In relation to the Reports received, ANAC is obliged to:
  give acknowledgement of receipt to the reporter within 7 days;
  diligently follow up on the information received;
  carry out the necessary verifications to follow up the alert, including through hearings and the acquisition of documents;
  give feedback to the reporter within 3 months or, in exceptional cases, within 6 months from the date of acknowledgement of receipt of the report; and
  notify the final outcome of the proceedings.
  10.5 Public disclosure means the situation in which the whistleblower puts information about violations into the public domain – through the press or electronic media, or otherwise through means of dissemination capable of reaching a large number of people.
  10.6The Reporting Party may resort to public disclosure if at least one of the following conditions is met:
  that the Whistleblower has previously used the internal and/or external channel, but the Report has not been acknowledged, or has not been followed up within the time limits laid down in the Decree;
  that the Whistleblower considers that there are well-founded reasons for an ‘imminent and manifest danger to the public interest’, considered as a situation of emergency or risk of irreversible damage, including to the physical safety of one or more persons, which requires that the violation be promptly disclosed with wide resonance to prevent its effects;
  that the Whistleblower considers that there are well-founded fears that the external Report may entail a risk of retaliation or may not be effectively followed up because, for instance, there may be a danger of destruction of evidence or collusion between the authority receiving the Report (ANAC) and the author of the violation.

11. MANAGEMENT OF ALERTS

11.1 Once the Report is received through the Internal Channel, it is handled in the following steps:
(i) reception and protocol;
(ii) preliminary analysis;
(iii) investigation;
(iv) evaluation and feedback.

11. 2The reception and protocol phase develops as follows:
    a) Within seven days from the date of receipt of the Report, an acknowledgement of receipt will be issued to the Reporting Party.
    b) The details of the report are recorded in a computerised register, where they are indicated:

• day and time;
• reporting subject;
• subject of the alert;
• notes;
• status of the report (to be updated at each stage of the process: e.g. preliminary analysis, investigation, assessment, archiving).
  c) The Software automatically provides for the logging, as described above, of the Reports submitted.
  d) If the Managing Authority has received a request to arrange a face-to-face meeting, the relevant acknowledgement shall be made within seven days of receipt of the request; the meeting shall in principle be arranged within 10 working days of the request.
  11.3 The purpose of the preliminary analysis phase is to verify the merits of the Report received; to this end, the Management Entity shall meet to assess its contents, thus carrying out an initial screening, at the outcome of which
  a) if the Report proves to be unfounded, or anonymous, or out of scope (see point 4), it is immediately dismissed, in which case the Reporting Party is promptly informed of the decision;
  b) if the Report is not well substantiated, the Management Entity requests further information from the Reporting Party. If it is not possible to gather sufficient information to start the investigation, the Report is filed;
  c) if the Report is sufficiently described, i.e. presents precise and concordant elements, the Management Entity proceeds with the next stage of investigation.
  11.4 The preliminary investigation is the set of activities necessary or useful to verify the content of the reports received; in particular, it is aimed at identifying, analysing and assessing the elements confirming the grounds of the reported facts, also by means of requests for integrations to the Whistleblower. The subject in charge of the investigation is the Management Entity, which may avail itself of any internal office of the Company, as well as of external consultants appointed ad hoc. It is everyone’s duty to cooperate with the Managing Entity in carrying out the investigation. A final report of each investigation shall be prepared by the Management Entity containing:
• the established facts;
• the evidence gathered;
• the causes and/or shortcomings that might have made possible the occurrence of the reported illegal situation.
  11.5 The evaluation and feedback phase is structured as follows:
  The reporter must be given feedback on the status of the Report within three months of receipt of the Report; if the assessment and evaluation has been completed by then, the feedback will take the form of notification of the final outcome, otherwise an update.
  within the aforementioned time limit, the Management Entity will then notify the reporting party:
  that the Alert has been closed, stating the reasons therefor; or
  that it has been ascertained and forwarded to the competent internal bodies; or
  if the assessment phase has not yet been completed, the activity carried out up to that point, and, if applicable, the activity that is intended to be carried out further.
  11.6 All deadlines indicated in this procedure shall take into account the holiday periods that will always be visible on the company website. The aforementioned deadlines, therefore, shall be considered suspended during holiday periods and shall resume at the end thereof.

12. RECORD KEEPING

12.1 Al fine di garantire la tracciabilità, la riservatezza, e la reperibilità dei dati durante tutto il procedimento, i documenti sono conservati e archiviati sia in formato digitale (tramite il Software) sia in formato cartaceo, in apposito armadio messo in sicurezza e situato presso l’ufficio dell’Ente Gestore, accessibile – se necessario – esclusivamente a persone appositamente autorizzate, ed adeguatamente istruite.

12.2 La Segnalazione, così come tutta la relativa documentazione, è conservata per il tempo necessario al trattamento della stessa, e comunque non oltre cinque anni a decorrere dalla data della comunicazione dell’esito finale.

13. PROTECTIONS FOR THE REPORTER

13.1 In compliance with the legislation in force, the Company has instituted a series of measures aimed at protecting the Whistleblower, providing for:
a. protection of the confidentiality of the reporter;
b. the prohibition of retaliation against the Whistleblower.
c. the limitation of the reporter’s liability for the collection or dissemination of certain protected information.
13.2 The protections afforded to the reporting person are also extended to the following persons:
the Facilitator, meaning the person who may assist the Whistleblower in the reporting process, and operating within the same work context;
persons working in the same employment context and who are linked to the reporter by a stable emotional or family relationship up to the fourth degree;
Work colleagues who have a regular and current relationship with the reporter.
13.3 No protection is granted to the Whistleblower in the event that he/she has contributed to the commission of the unlawful conduct.

14. PROTECTION OF CONFIDENTIALITY

14.1 The Internal Channel guarantees the confidentiality of the Reporting Party’s identity (as well as that of the Reporting Party and any other persons involved) as soon as the Report is received and at every stage thereafter, as only the Managing Authority has access to the Report made through the Software.
14.2 The identity of the Whistleblower – as well as any other information or element of the Report from which such identity may be inferred directly or indirectly – may not be disclosed to persons other than those competent to receive or follow up the Reports, without the express consent of the Whistleblower.
14.3 In particular, within the framework of any disciplinary proceedings instituted against the reported person:
(i) if the facts are based on elements that are different from the Report (even if consequential to the Report) the identity of the Reporting Party may not be disclosed;
(ii) if the facts are based in whole or in part on the Report, the identity of the Whistleblower may only be disclosed to the person concerned by the Report if:

• the reporter has given consent, and
• the reported person needs to know the name of the reporting person in order to fully exercise the right of defence.
  14.4 Unauthorised disclosure of the identity of the Whistleblower, or of information from which the same may be inferred, shall be considered a breach of this procedure and shall be subject to disciplinary sanctions in accordance with the applicable CCNL.

15. PROHIBITION OF RETALIATION

15.1 The Company undertakes to protect the Whistleblower against any form of retaliation, discrimination or penalisation, i.e. any behaviour, act or omission carried out – or even only attempted or threatened – because of the Whistleblowing, and that causes or may cause the Whistleblower, directly or indirectly, unjust damage.
15.2 By way of example, the following constitute prohibited retaliation:
a) dismissal, suspension or equivalent measures;
b) downgrading or non-promotion;
c) change of duties, change of place of work, reduction of salary, change of working hours;
d) suspension of training or any restriction of access to it;
e) negative merit notes or negative references;
f) the adoption of disciplinary measures or other sanctions, including financial ones;
g) coercion, intimidation, harassment or ostracism;
h) discrimination or otherwise unfavourable treatment;
i) failure to convert a fixed-term employment contract into an employment contract of indefinite duration where the employee had a legitimate expectation of such conversion;
j) non-renewal or early termination of a fixed-term employment contract;
k) damage, including to a person’s reputation, particularly on social media, or economic or financial loss, including loss of economic opportunities and loss of income;
(l) improper listing on the basis of a formal or informal sectoral or industry agreement, which may result in the person being unable to find employment in the sector or industry in the future;
m) early termination or cancellation of the contract for the supply of goods or services;
n) cancellation of a licence or permit;
o) a request to undergo psychiatric or medical examinations.
15.3 Any act falling within the above list is considered retaliatory and is presumed to have been carried out because of the Whistleblowing. The burden of proving that the measure was motivated by reasons unrelated to the Whistleblowing lies with the Company.
15.4 Any retaliatory act is prohibited and, if established, may lead to disciplinary proceedings against the person responsible.
15.5 Protection against retaliatory acts does not apply to the reporting person if:
his criminal liability for the offences of defamation or slander is established (including by a judgment of first instance), even where such offences are committed by reporting to the judicial or accounting authorities, or
its civil liability for the same acts is established, in cases of wilful misconduct or gross negligence.
In such cases, a disciplinary sanction is imposed on the whistleblower.

16. PROTECTED INFORMATION

16.1 The Whistleblower shall not incur liability in the event that he or she discloses information covered by secrecy, or relating to the protection of copyright, or the protection of personal data, or offending against the reputation of the person involved or reported, if:
at the time of the Report the Reporting Officer had reasonable grounds to believe that the information was necessary to disclose a Reportable Breach, and
the Report was made in good faith.
16.2 This protection does not cover situations in which protected information unrelated to the Report has been disclosed, or not strictly necessary to reveal the breaches that are the subject of the Report, or acquired unlawfully.

17. DISCIPLINARY SANCTIONS

17.1 Disciplinary sanctions – in line with the provisions of the applicable legislation and the relevant collective labour agreements – may be applied against:
of the Alert, if the Alert proves to be well-founded;
of the Whistleblower, if the Report turns out to have been made in bad faith;
of any addressee of this procedure who has violated the requirements of this procedure, in particular by obstructing the Reporting or violating the protections afforded to the Reporting person.