Legislative Decree 231/2001 introduced the administrative liability of entities for offences committed in their interest or for their advantage by senior or subordinate individuals. This liability is in addition to the criminal and civil liability of the individual who committed the offence.
Legislation allows for an exemption from liability for the entity if it adopts and effectively implements an Organisation, Management and Control Model designed to prevent and mitigate the risk of offences, and if the entity appoints a Supervisory Board responsible for monitoring the implementation and compliance of the Model.
ROSSINI TRADING S.P.A., committed to ensuring compliance with applicable laws and regulations, integrity, and transparency in business activities, has adopted its own Organisation, Management and Control Model (Model 231). This Model comprises internal controls and organisational measures, (integrated into existing management systems), aimed at preventing unlawful conduct envisaged by the Decree and promoting a corporate culture rooted in fairness, transparency and legality.
The Model was developed following an assessment of processes and activities that may pose a risk of offences under Decree 231 (Risk Assessment) and an analysis of the internal control system (Gap Analysis) to identify the necessary control measures to mitigate risks.
The Code of Ethics, an integral and essential part of Model 231, defines the values the Company adheres to, the principles of conduct, and the rules governing relationships within the organisation and with external stakeholders, including institutions, suppliers, customers, and business partners.
Addressees and Scope
The Model and Code of Ethics apply to:
- management, administrative and governing bodies of ROSSINI TRADING S.P.A.;
- corporate officers, including those who perform management, administration, direction, or control functions, even de facto;
- employees of ROSSINI TRADING S.P.A.;
- third-party entities interacting with the Company (e.g., customers, suppliers of goods and services, business partners), individuals not directly employed by ROSSINI TRADING S.P.A. but acting on its behalf or in its interest (e.g., consultants, outsourcers, contractors, agents, intermediaries).
Failure to comply with the principles and rules of conduct outlined in the Model and the Code of Ethics constitutes:
- a disciplinary offence for employees;
- grounds for contract termination or the application of penalties for external contractors (e.g., suppliers, business partners, agencies, customers, consultants), except for compensation for any damage caused.
The Supervisory Board
In accordance with legal requirements, ROSSINI TRADING S.P.A. has appointed a Supervisory Board (“SB”) tasked with overseeing the functionality, effectiveness, and compliance of the Model and Code of Ethics, ensuring their continuous updates.The SB operates as a collegial body, with members meeting autonomy, independence, and professional competency requirements as established by applicable regulations.
Additionally, the Supervisory Board is responsible for receiving and handling reports of alleged violations of the Model and/or Code of Ethics via a dedicated internal reporting channel. Reports may be submitted by:
- senior management, members of corporate and governing bodies;
- employees, regardless of contractual classification;
- probationary workers or former employees (if the report concerns wrongdoing learned during selection or employment);
- individuals temporarily engaged in a working relationship with ROSSINI TRADING S.P.A., even if not formally employed (e.g., volunteers, interns);
- collaborators, consultants, and third parties working with ROSSINI TRADING S.P.A. in pursuit of its objectives (e.g., agents, freelancers, advisors);
- customers, suppliers, and business partners.
ROSSINI TRADING S.P.A., in compliance with Legislative Decree 24/2023, ensures whistleblowers are protected from any form of retaliation, threats, or penalties related to their report, thereby safeguarding them from unjust harm. Personal data related to whistleblower reports are processed in accordance with EU Regulation No. 679/2016 and Legislative Decree No. 193/2006, ensuring data protection and appropriate circulation.
