Code of ethics & organization management system

Download here the excerpt of the "Organization, Management and Control System" (available in Italian only) of the Accademia Teatro alla Scala (D. Leg. 8 giugno 2001, n. 231).

Into the document is enclosed the CODE OF ETHICS, here reported translated from the Italian original which remains the definitive version:

1 INTRODUCTION

This Code of Conduct (hereinafter “Code of Ethics”) is an expression of the commitments and ethical responsibilities assumed in conducting business affairs and activities by members of the bodies of the Foundation (as defined below), by its executive and non-executive employees and, in general, by all those performing one or more of the identified activities at risk in the name of or on behalf of the “Fondazione d’Arti e Mestieri dello Spettacolo Teatro alla Scala” (hereafter also “L’Accademia Teatro alla Scala” or the “Foundation”), also as the result of a project-based collaboration relationship, a professional services relationship or an internship arrangement (hereafter “Collaborators”). It contains a series of principles on which the entire activity and behavior of the Foundation are based and which must be observed by virtue of each and every provision of applicable laws and regulations.

1.1 The Foundation’s mission

L’Accademia Teatro alla Scala was established on 19 December 2001 by the following founder members: Fondazione Teatro alla Scala di Milano (the Foundation of the La Scala Theatre, Milan), Camera di Commercio Industria Artigianato e Agricoltura di Milano (the Milan Chamber of Commerce), Politecnico di Milano (Milan Polytechnic) and Università Commerciale Luigi Bocconi di Milano (the Luigi Bocconi University, Milan). Following in the footsteps of the artistic and cultural tradition of the La Scala theatre in Milan, the Foundation’s role is to promote, foster and increase the teaching, training, updating and orientation of anyone intending to dedicate themselves, or already dedicating themselves, to activities relating to culture, the musical arts and the theatre, in particular the training of artistic, technical and administrative middle managers, fostering or encouraging all initiatives designed to extend and spread the knowledge of these disciplines.

1.2 Objectives of the Code of Ethics

Given the complexity of the situations in which the Foundation has to operate, it is important to define clearly and unambiguously the set of values that the foundation recognizes, accepts and shares, as well as the responsibilities that the Foundation assumes toward the internal and external world. For this reason, on 18 December 2009 the Foundation’s Board of Directors resolved to adopt this Code of Ethics, whose observance by its recipients is of fundamental importance for the functioning, reliability and reputation of the Foundation, factors that constitute a decisive patrimony for its success. The aim of the Code of Ethics is to base the behavior and way of working in both relationships within the Foundation itself and those with outside parties on propriety, equity, integrity, loyalty and professional rigor, making full compliance with the laws and regulations of the countries in which the Foundation operates the focus of attention, as well as the observance of business procedures. The orientation toward ethics (transparency, loyalty and honesty in behavior toward the internal and external world) is an essential approach for credibility in the behavior of the Foundation toward its Founders, students and, more generally, the whole civil and economic sphere in which it operates, in order to convert the knowledge and appreciation of the values that widely enliven the way in which L’Accademia Teatro alla Scala works into a competitive advantage. All employees and Collaborators are required to have knowledge of the Code of Ethics, make an active contribution to its implementation and report any weaknesses. The Foundation undertakes to facilitate and foster knowledge of the Code of Ethics by its recipients and their constructive contribution to its contents, and to make available all the possible means that are suitable for ensuring that it is fully and effectively applied. Any conduct contrary to the letter and spirit of the Code of Ethics will be subject to penalties in accordance with the provisions of the Code of Ethics, the General Part of the Model and the contractual clauses included in agreements entered with consultants and Collaborators. Any revisions, changes or addition to this Code of Ethics must be approved by the Foundation’s Board of Directors. The Code of Ethics is brought to the attention of anyone having business relationships with the Foundation. In particular, the Code of Ethics may be consulted on the Foundation’s intranet and is also published on the website of L’Accademia Teatro alla Scala.

1.3 Recipients and scope of the Code of Ethics

All the Foundation’s employees and Collaborators are mandatory recipients of the Code of Ethics and are subject to penalties for breaching its provisions. In addition, all the members of the Foundation’s corporate bodies are recipients of the Code of Ethics, required to comply with its principles and subject to the penalties for breaching its provisions, as well as any parties exercising management and control over the Foundation regardless of their legal or formal title. The Foundation’s consultants, suppliers, partners and students are also mandatory recipients of the Code of Ethics, as well as anyone who performs activities in the name of and on behalf of the Foundation or is under its control. The Code of Ethics is valid in Italy and abroad, albeit taking into consideration the cultural, social and economic differences of the various countries in which the Foundation operates.

1.4 Contractual value of the Code of Ethics

Compliance with the provisions of the Code of Ethics shall be considered an essential part of the contractual obligations of the Foundation’s employees pursuant to and in accordance with article 2104 of the Italian civil code and the current National Collective Labor Agreement.

1.5 Disciplinary penalties

1.5.1 Disciplinary system for employees and directors

The failure to comply with, or the breach of, the rules of conduct stated in the Code of Ethics by the Foundation’s employees constitutes non-performance of the obligations arising from an employment relationship and gives rise to disciplinary sanctions. These sanctions shall be applied in accordance with the requirements of law and collective bargaining and shall be in proportion to the seriousness and nature of the events. Ascertaining the above infringements, dealing with disciplinary proceedings and imposing penalties is the responsibility of the business departments in charge of and delegated with these responsibilities. Breaches of the Code of Ethics by members of the Foundation’s corporate bodies shall be notified by the Supervisory Body to the Board of Directors, which shall take the necessary measures pursuant to law.

1.5.2 Disciplinary system for collaborators, consultants, etc.

Any conduct by collaborators, consultants or others having contractual relationships with the Foundation, in breach of the provisions of this Code of Ethics, may lead to the termination of the contractual relationship, without prejudice to any request for compensation by the Foundation if it suffers damages from such behavior.

2 GENERAL PRINCIPLES

The basic principles and values agreed and recognized by the Foundation are as follows:

2.1 Legality

The foundation recognizes compliance with current laws and regulations as a basic principle. In performing their duties and carrying out their activities, the recipients of this Code of Ethics are required to comply with all the laws of the legal system within which they work.

2.2 Integrity and impartiality

The Foundation upholds conduct based on moral integrity, transparency and the values of honesty, propriety and good faith. The Foundation disapproves of any form of discrimination based on sexual orientation, race, national or social origin, language, religion, political opinion, age, state of health or membership of political and trade union associations, unless explicitly established by current laws and regulations.

2.3 Promotion of the arts

The Foundation undertakes to promote, foster, and increase the education, training, updating and orientation of anyone intending to dedicate themselves, or already dedicating themselves, to artistic activities connected with music and the theatre as generally understood.

2.4 Trust

The Foundation believes that it is only possible to establish effective business relationships, both inside and outside the Foundation, if the parties establish a profound trust between themselves.

2.5 Sharing

The Foundation endeavors to accomplish in full its role in encouraging the sharing of information, knowledge, experience and professional skills, inside and where appropriate also outside the Foundation.

2.6 Teamwork

Teamwork and a sense of common objectives pervade all the Foundation’s activities in the awareness and conviction that the Foundation’s success depends upon teamwork at every level of the internal organization, capable of creating new value.

2.7 Transparency and completeness of information

The Foundation believes in the transparency and completeness of information in performing institutional activities, in managing financial resources and in the resulting accounting reporting and/or entries. The Foundation believes in the principle of the transparency and completeness of information in preparing all documents.

2.8 Responsibility to society

In performing its activities, the Foundation assumes its responsibilities toward society, basing itself on the values of solidarity and dialogue with the persons concerned. The Foundation maintains and develops a constant relationship of trust and dialogue with interest-bearers, attempting where possible to inform them and involve them in issues in their regard. As part of its activities the Foundation also believes in the principle of protecting and safeguarding the environment and public health. Finally, the Foundation fosters social, economic and occupational development in accordance with internationally recognized standards and laws on the protection of fundamental rights, non-discrimination, the protection of children’s rights, the prohibition of forced labor, the protection of trade union rights, health and safety in the workplace, working hours and remuneration.

2.9 Workplace health and safety

The Foundation undertakes to establish and consolidate a culture of safety, developing awareness of risks, promoting responsible behaviors on the part of all personnel, and making every effort to protect, especially via preventive measures, the health and safety of its personnel. The activities of the Foundation are performed in full observance of applicable workplace health and safety laws, seeking wherever possible to improve workplace health and safety conditions. (See also Article 12 below)

2.10 Standards of conduct toward minors

The Foundation undertakes to maintain the constant supervision of minors with whom it is entrusted. Relationships with children must be carried out in an exemplary manner from the standpoint of moral propriety; no form of child abuse is tolerated, either physical or psychological. The utmost commitment is called for to protect the psychological and physical health of young people in order to prevent perversion, abuse and commercial exploitation. Young people must be taught and given guidance in accordance with models that enhance the value of ethical and human principles. In particular, the Foundation organizes educational activities in such a way so as to ensure that: – premises are suited to the specific needs of the children’s age; – teachers, and in general everyone else coming into contact with children, have the appropriate professional approach, giving them training so that they may behave in a manner representing a positive model; – the commitment called for, in relation to age, is suitable for their physical condition and level of preparation and qualification; – the environment fosters individual growth, avoiding situations where children acquire expectations beyond their possibilities.

2.11 Possession of pornographic material

It is expressly forbidden to keep pornographic material, in electronic or hard-copy form, at the Foundation’s premises, its pertinences or at any other place that may be traceable to the Foundation, or divulge such through the Foundation’s website or the publications prepared or promoted by the Foundation.

2.12 Personnel policy

The Foundation undertakes to ensure that a calm working environment is created internally in which everyone can work in accordance with the law and shared principles and ethical values. The Foundation ensures confidentiality of information (also) with respect to employees and Collaborators. The Foundation ensures that its employees and Collaborators behave and are treated with dignity and respect as part of the requirements of Italian law and related amendments. The Foundation does not tolerate any form of isolation, exploitation or harassment for any discriminatory reason or for personal or professional reasons by any employee or Collaborator with respect to any other employee or Collaborator. The Foundation also prohibits any disciplinary action against employees or Collaborators who have legitimately refused to perform a job unduly requested of them by any party linked to the Foundation. Sexual harassment of any kind is severely punished, including by terminating the employment or collaboration relationship. The Foundation is opposed to any kind of discrimination based on differences of race, language, color, faith and religion, political opinion and affiliation, nationality, ethnics, age, gender and sexual orientation, marital status, invalidity and physical appearance or economic and social condition as well as the granting of any privilege based on these reasons. The Foundation is opposed to “black work” and work by children or minors, as well as any other conduct adding to the cases of unlawful acts against the individual. All employment and collaboration relationships are established by way of a proper agreement signed by the parties. All employees and Collaborators are properly and fully informed of the rights, duties and obligations that arise from entering the agreement. The Foundation also promotes the arts among its employees and Collaborators, enhancing their professional level by supporting training and endeavoring to develop and increase their skills.

3 IMPLEMENTATION PROVISIONS

In order to achieve compliance with the principles in this Code of Ethics, the Foundation takes steps to ensure that:

this Code of Ethics obtains the most widespread circulation and awareness;
this Code of Ethics is uniformly interpreted and implemented;
checks are performed concerning news of breaches of this Code of Ethics and that penalties are applied in case of breach of such in accordance with current laws and regulations;
any form of retaliation against anyone contributing to the implementation of this Code of Ethics is prevented and repressed;
this Code of Ethics is updated regularly on the basis of needs that may arise from time to time, including in the light of the above activities. Without prejudice to the duties of the corporate bodies pursuant to law and those of the Supervisory Body pursuant to Italian Legislative Decree no. 231/2001, all the recipients of this Code of Ethics are required to collaborate in its implementation, within the scope of their responsibilities and duties.

3.1 Supervisory body

As concerns supervision of compliance with and the implementation of this Code of Ethics, the Foundation’s Supervisory Body shall have the powers, tasks and duties prescribed in the Organizational Model pursuant to Italian Legislative Decree no. 231/2001, to which reference should be made. Without prejudice to the protection envisaged by laws and regulations and current collective agreements, and without prejudice to any legal requirements, the Supervisory Body has the power to receive requests for clarifications, complaints or reports of potential or actual breaches of this Code of Ethics. Any requests for clarifications, complaints or reports will be treated with the utmost confidentiality in compliance with applicable laws and regulations.

4 RELATIONS WITH PUBLIC ADMINISTRATION AND SIMILAR BODIES

Entering commitments and managing relations, of any nature, with the public administration and public officials (including civil servants – regardless of whether or not they are employed in public service – and public service concessionaires) are practices exclusively reserved for the business departments in charge of this matter and authorized personnel. The Foundation shall also behave correctly and transparently in carrying out commercial negotiations and any other activity with the public administration and similar bodies.

The Foundation’s relationships with public officials is based on transparency, loyalty and propriety: the Foundation does not want the least suspicion to be created that it may wish to unduly influence such parties to obtain benefits by unlawful means. In this respect the Foundation condemns any conduct that may constitute an act of corruption, even if based on a misunderstood social interest. In a similar manner, employees and Collaborators must report to their supervisor any attempt at extortion or bribery by a public official in respect of which they are the intended recipient or of which they become aware.

The Foundation’s employees and Collaborators must report to their supervisor or contact person any business relationships or economic activities undertaken personally with public officials. In the light of the above, the Foundation’s employees and Collaborators must not:

give or promise to give gifts, money or other benefits to such persons that may affect the impartiality of their professional judgment; gifts exclusively of a modest amount and courtesy presents are allowed within the limits of practice and custom and provided they do not harm the Foundation’s image;
send false or artificially prepared documents, vouch for non-existent qualifications or give guarantees that do not respond to the truth;
unduly procure any type of profit (licenses, authorizations, relief from charges including welfare charges, etc.) using means that constitute contrived or fraudulent acts (for example: the dispatch of false documents or papers attesting to things that are not true);
undertake economic activities with, award professional engagements to, or give or promise gifts, money or other benefits – by way of mere example employment or promises of employment – to public officials or civil servants involved in administrative proceedings that may lead to benefits for the Foundation;
alter in any manner the way in which a computer or telecommunications system of the public administration works or act by any means without being entitled to do so on the data, information or programs contained in any of these systems;
unduly receive grants, loans, subsidized mortgages or any other disbursements of the same kind, however they may be called, that are awarded, granted or paid out by the public administration through the use or submission of false or untruthful documents or by the omission of due information;
utilize grants, subsidies or funding intended to be used for carrying out public works or performing activities of public interest for purposes other than those for which they are actually intended;
exchange information on bids with the participants in any tenders or public offering procedures. Performing conduct amounting to criminal offences, also in foreign countries where such conduct is not punished or otherwise prohibited, constitutes a breach of the Foundation’s institutional policy.

Finally, as far as the Foundation’s promotional activities are concerned, making donations, paying contributions in cash or stipulating agreements for free of charge use may only be carried out:

for reasons of pure liberal spirit and as part of global projects of objective interest and scientific value and of certain pertinence to the Foundation’s scientific and economic interests;
subject to receiving a formal request from the public body concerned and subject to a formal resolution by such body of the acceptance of the act of generosity;
respecting the principles of reasonableness (understood as economic proportionality between the requested contribution and the scope for which it is granted) and pertinence (understood as relevance with respect to the interests pursued by the Foundation).

4.1 Judicial authorities and supervisory authorities

The Foundation acts in accordance with the law and fosters the proper administration of justice within the limits of its jurisdiction. In performing its activities, the Foundation acts lawfully and correctly, collaborating with the judicial authorities, law enforcement bodies and any public official having powers of inspection and able to carry out an investigation into the Foundation. The Foundation affirms its condemnation of any conduct that may constitute an act of corruption.

Employees and Collaborators must report to their supervisor or contact person any attempt at extortion or bribery by a public official or a civil service employee of which they are the intended recipient or of which they become aware. The Foundation requires all its employees and Collaborators to provide the utmost availability and collaboration to anyone – public official or supervisory authority – who may perform inspections or controls on the Foundation’s actions. In anticipation of a judicial proceeding, an investigation or an inspection by the public administration or supervisory authority, no person shall destroy or alter registrations, minutes, accounting entries or any type of document, lie or make false statements to the competent authorities.

No person shall attempt to persuade others to provide false or misleading information to the competent authorities. Nobody may undertake economic activities, award professional engagements or give or promise gifts, money or other benefits to anyone performing audits or inspections or to the competent authorities.

4.2 Public institutions

All relationships with national and international public institutions must be carried out using the forms of communication prescribed by current laws and regulations, meaning those designed to assess the implications of the legislative and administrative activity with respect to the Foundation, respond to informal requests and parliamentary acts of scrutiny (interrogation, parliamentary questioning) or in any case make the Foundation’s position on important issues be known.

To this end, the Foundation undertakes to

establish constant channels of communication with all interlocutors at an international, community and local level, without any form of discrimination;
represent the Foundation’s interests and positions in a transparent, rigorous and consistent manner, avoiding behavior of a collusive nature. In order to ensure the utmost clarity in relationships, contacts with institutional interlocutors shall only take place through persons who have received explicit instructions from the Foundation.

4.3 Political parties and organizations

The Foundation may not make political donations of any kind. Political donations include any payment, loan or contribution made to any political party and/or political or trade union organization or their members, or to independent candidates (who either hold public office or are candidates at an election).

Members of the Board of Directors and the Foundation’s employees or Collaborators may not make political donations using the funds, assets, services or other resources belonging to the Foundation. Donations made by the Foundation also include those made through intermediaries who or which subsequently pass on that donation (on behalf of the Foundation or in their name) to one of the above parties. The Foundation does not reimburse political donations made personally by employees, Collaborators, directors or any person connected with them.

5 RELATIONS WITH STATE FINANCIAL AUTHORITIES

The Foundation undertakes to:

represent its financial administration correctly, completely, and promptly in its accounting records in order to ensure accurate and truthful reporting of its financial status in its tax returns;
maintain readily accessible financial records in observance of administrative and accounting procedures regarding the drafting of balance sheets and all other financial communications;
observe applicable law, internal regulations, and the instructions given by internal functions, authorized outsources, and relevant authorities;
act in keeping with values of honesty and integrity in financial management, cognizant that tax revenues are one of the principal sources for social and economic development;
maintain a collaborative and transparent relationship with tax authorities, ensuring to said authorities the full comprehensibility of actions by the Foundation addressed by fiscal law;
perform all actions provided by tax law according to the timeframes and procedures specified by law or tax authorities;
interpret financial legislation in keeping with its spirit and purpose, rejecting any attempt to instrumentalize its specific wording;
collaborate with relevant authorities to provide complete and truthful information necessary for complying with tax obligations and allowing audits thereof;
establish a cooperative relationship with tax authorities inspired by transparency and mutual trust and aimed at preventing conflict, thus reducing the possibility of disputes.

All of the above will be accomplished with the support, as necessary, of appropriately specialized external professionals. In the event of any dispute between the Foundation and financial authorities, the former shall maintain ethical conduct in keeping with the above Section 4.

6 MEDIA RELATIONS

Acknowledging that the media play a fundamental role in transferring and spreading information, the Foundation manages its relationships with its interlocutors on the basis of the principle of transparency and undertakes to keep all parties constantly informed, directly or indirectly, while they carry out their activities. In addition, no recipient of the Code of Ethics shall issue false or misleading news that may deceive the outside community nor shall they use confidential information for undue personal enrichment.

7 RELATIONS WITH COLLABORATORS, CONSULTANTS, ETC.

The Foundation establishes relationships with Collaborators, consultants and other parties having contractual relations with the Foundation exclusively on the basis of quality, competitiveness, a professional approach, propriety and compliance with the rules of fair competition. More specifically, the Foundation expects Collaborators, consultants, etc. to be selected exclusively on the basis of the objective parameters of quality, convenience, price, ability and efficiency, avoiding agreements with contractual counterparties of doubtful reputation in the fields of respect for the environment, working conditions and/or human rights, by way of mere example.

The Foundation expects that these parties will adopt behavior that complies with the principles contained in this Code of Ethics and will not receive unlawful pressure to carry out services which in the contents and/or in the means are not contractually prescribed. The Foundation accordingly expects that they will adopt behavior that is of a legal and ethical nature and in line with internationally accepted standards and principles on the treatment of employees and Collaborators, in particular with regard to the principles of: the protection of fundamental rights, non-discrimination, the protection of children’s rights, the prohibition of forced labor, the protection of trade union rights, health and safety in the workplace, working hours and remuneration.

Other behavior may be considered serious non-performance of the duties of propriety and good faith in executing an agreement, a cause for terminating the fiduciary relationship and just cause in terminating contractual relationships.

8 RELATIONS WITH SPONSORS

The Foundation bases its conduct in relationships with sponsors on the principles of the utmost transparency and propriety.

The Foundation undertakes to respect a sponsor’s privacy and manage the funds involved in a manner fitting to the indications agreed with the sponsor. The Foundation undertakes to provide potential sponsors with a series of detailed information about the Foundation and its activities.

The Foundation undertakes to respect the sponsor’s rights as follows:

by providing detailed information on the Foundation’s mission and on the way in which the funds will be used and attesting to its ability to use the funds for the agreed purposes;
by providing information on the identity of the members of the Foundation’s bodies;
by providing sponsors with just recognition;
by ensuring that all the information on the donations is treated with due respect and confidentiality and complying with current laws and regulations. If sponsors do not provide specific indications for the use of their funds, it shall be understood that such funds have been given as institutional support for the Foundation. Amounts received as disbursements, contributions or donations shall not be used for purposes other than those for which they were designated.

9 THE FOUNDATION’S ASSETS AND REPORTING OBLIGATIONS

9.1 Corporate communications and accounting records

The Foundation believes that accounting transparency and keeping accounting records in accordance with the principles of truth, completeness, clarity, precision, accuracy and compliance with current laws and regulations are the fundamental premises for an efficient control. Supporting documentation that is suitable for facilitating accounting entries, enabling the transaction to be constructed and identifying any responsibility must be kept in the records for each transaction. In a similar manner the Foundation believes that the financial statements must represent its financial position, the results of its operations and its cash flows in a true, clear and complete manner.

9.2 Other administrative obligations

The Foundation’s assets shall be managed in a proper and honest way, and accordingly all the parties required to comply with this Code of Ethics shall contribute to protecting the integrity of these assets in accordance with the Foundation’s objectives.

The directors (or whoever may carry out their duties) shall not prevent or impede in any way the control procedures performed by the board of auditors or the shareholders. In the light of the above:

the Foundation’s assets and shares must be correctly valued; values higher or lower than those due shall not be attributed to them;
no operations on the share capital, or other types of operation, may be carried out by using non-distributable profits or mandatory legal reserves;
share capital may not be reduced, except in response to losses or devaluation;
the objectives stated in the bylaws must be pursued;
the Foundation’s assets must be managed in a manner consistent with the Foundation’s nature and objectives.

It is expressly forbidden to affect the way in which the Foundation’s bodies are run or the decisions they take by deceiving or misleading their members.

9.3 Conflict of interest

The Foundation ensures that its employees and Collaborators and the members of its bodies do not find themselves in situations in which they have a conflict of interest.

The Foundation’s employees may not carry out any business or other professional activities which compete with the Foundation’s interests and the objectives it pursues, as stated in its bylaws and referred to in this Code of Ethics, unless expressly authorized by the Accademia. Collaborators on the other hand must notify the Foundation if they perform any professional activities that compete with the Foundation’s interests and the objectives it pursues, as stated in its bylaws and referred to in this Code of Ethics. All the Foundation’s employees and Collaborators and members of its bodies must avoid and prevent the possibility of a conflict of interest arising. Anyone becoming aware of a conflict of interest, or even only of the possibility that this may arise, must immediately inform the Supervisory Body.

All employees and Collaborators designated to carry out negotiations with individuals on the Foundation’s behalf must inform the Supervisory Body if the possibility exists that a conflict of interest may arise. In order to comply with the principle of propriety and transparency, as well as to ensure the trust of society and the beneficiaries of its actions, the Foundation ensures that all the mandatory recipients of this Code of Ethics do not find themselves in situations in which they have a conflict of interest.

10 EXTERNAL RELATIONS

Relations with the national and international press, television and mass media in general are maintained solely by authorized persons in the organization or by persons delegated in this respect.

To safeguard its image and the propriety of the information that is released, the Foundation expects that:

no employee or Collaborator shall give interviews or issue any kind of statement or provide any kind of information regarding the Foundation, whose release may give rise to harm to the Foundation, to unqualified external persons or accredited journalists;
any employee or Collaborator who is requested by unqualified external persons or accredited journalists to issue statements or provide information regarding the Foundation which may give rise to harm to the Foundation shall refer those making the request to the responsible bodies.

11 RECEIPTS, PAYMENTS AND SIMILAR

L’Accademia Teatro alla Scala carries out its activities in full compliance with the currency and money laundering laws and regulations in force in the countries in which it operates and the regulations issued by the competent authorities. To this end its employees and Collaborators must avoid arranging transactions that are in any way suspicious from the standpoint of propriety and transparency.

In particular, employees and Collaborators undertake to carry out checks in advance of any information available on commercial counterparties to ensure they their activities are respectable and legitimate; employees and Collaborators also undertake to act in such a way to avoid implication in transactions that are even only potentially suitable for fostering the laundering of money arising from illegal or criminal activities, acting in full compliance with primary and secondary money-laundering laws and regulations.

To avoid making or receiving undue payments or similar, in all their negotiations employees and Collaborators must abide by the following principles regarding how entries must be documented and filed:

all payments and other transfers made to or from the Foundation must be accurately and fully recorded in the accounting records and in the mandatory books, complete with descriptions and any relevant explanatory documentation;
payments may only be made to the recipients and for the activities contractually formalized and/or resolved by the Foundation;
false, incomplete or misleading entries must not be made and hidden or unrecorded funds must not be established, nor may funds be deposited in personal accounts or those not belonging to the Foundation;
the unauthorized use of the Foundation’s funds or resources is prohibited; • no payments may be made in cash or by bearer means of payment.

12 WORKPLACE HEALTH AND SAFETY

The activities of the Foundation are performed in full observance of applicable workplace health and safety laws and pursue the most advanced criteria of environmental protection and energy efficiency, seeking wherever possible to improve workplace health and safety conditions.

The equipment and working methods used must be conceived by taking into account the status of technological evolution.

To this end, the Foundation undertakes to take steps of a technical and organizational nature regarding:

the introduction of an integrated risk management and safety system;
a constant analysis of risks, the critical nature of processes and the resources to be protected;
the use of the best technology suitable for preventing risks concerning worker health and safety from arising;
the control and updating of working methods;
the introduction of training and communication measures.

13 USE OF INFORMATION SYSTEMS

The Foundation absolutely forbids the recipients of this Code of Ethics to alter in any manner the way in which the computer or telecommunications system works or intervene by any means without authorization on the data, information or programs contained in any of these systems. More specifically, all employees and Collaborators are required:

to comply with all current laws and regulations and the conditions of the license agreements arranged by the Foundation;
to observe current business procedures on information system management;
to act properly and transparently when using any means or information system;
not to perform any activity that may lead to the modification, deletion or fraudulent creation of public or private computer documents that may have value as evidence and in any case not to gain unauthorized access to the business’s computer or telecommunications system in order to modify or delete data, documents or information stored therein;
not to carry out any activity that may cause damage or interruption to a public or private third party’s computer or telecommunications system or to disseminate equipment, devices or computer programs designed to damage or interrupt a computer or telecommunications system;
not to perform any unlawful activities involving the interception, hindering or interruption of electronic communications or telecommunications or install equipment designed to intercept, hinder or interrupt electronic communications or telecommunications;
not to carry out any activity that may cause damage to a public or private third party’s information data or computer programs;
not to access websites that do not relate to the duties assigned, not to take part for unprofessional reasons in forums, not to use chatlines or electronic notice boards and not to register in guest books, even under pseudonyms or nicknames;
to avoid circulating their password and computer access code;
to always and only use their own password and access code. ID codes and the passwords are strictly personal tools for which each user is responsible;
to report at any time to the Supervisory Body any violation regarding access to or the use of information systems;
not to make unauthorized copies of licensed programs for personal or business use or in favor of third parties;
not to use one’s company account for personal purposes.

14 COPYRIGHT MANAGEMENT AND PROTECTION

The Foundation absolutely forbids the recipients of this Code of Ethics to use in any form and/or way and for any purpose, also for personal use, intellectual property and/or material protected by copyright and/or related rights as well as any intellectual and/or industrial property rights (in particular trademarks, design and model rights, invention and utility model patents and rights on secret information), including image rights and name rights, without the consent of the holders of the rights and those who have legitimate use.

The recipients of this Code of Ethics must take appropriate action to obtain the necessary consent in order to protect works and materials.

Last update: June 2022