The governing bodies of all Group companies, their managements and all those who work for them, as well as collaborators and third parties in business relationships with the Group, are required to observe Telecom Italia’s Code of Ethics within the scope of their respective powers, functions and responsibilities.
I. Complaints
Telecom Italia enables its stakeholders to report various kinds of problems, including those connected with the Code of Ethics, through three procedures:
Reports to the manager responsible for Internal Control
The manager responsible for internal control has a role in ensuring respect for the principles and values expressed in the Code of Conduct and Ethics, by handling reports from employees, collaborators, consultants, employers and third parties in business relationships with the Group on violations of laws or regulations, of the Code itself, and of internal procedures, as well as irregularities or negligence (including accounting), and promoting the most
appropriate resulting initiatives, including the proposal to impose sanctions.
> More on the reports to the responsible for internal control in the Report on Corporate Governance , page 19 (.pdf file - 404 KB)
Reports to the Board of Statutory Auditors/Audit Committee
In implementation of the obligations which fall on the Board of Auditors in its capacity as Audit Committee to the Company, the Board of Auditors has adopted since 2005 a specific procedure for the receipt, retention and treatment of ‘whistle blowing’ reports it receives. These ‘whistle blowing’ reports may consist of:
• ‘statements of violation’ from shareholders concerning what is considered to be improper behaviour,
• ‘complaints’ or notifications, from anyone, shareholders or otherwise, concerning alleged anomalies, irregularities, misconduct or, more generally, any problem or issue which is thought to merit investigation by the control body,
• ‘complaints’, from anyone, concerning ‘accounting, internal accounting controls or auditing matters’,
• ‘concerns’, which may be submitted anonymously, from employees of the Company or the Group, concerning ‘questionable accounting or auditing matters’.
In the period from 25 February 2011 to 29 March 2012, two complaints under Article 2408 of the Civil Code were made to the Board of Auditors.
> Further information is available in the 2011 Annual Report (page 438)
Furthermore, between 25 February 2011 and 29 March 2012 the Board of Auditors received 23 “reports” (or groups of reports, treated as units in the case of several communications from a single individual, even if at separate times), which complained, for the most part, of technical service issues and failures of a commercial, accounting and administrative nature. The Control Body investigated these complaints appropriately, with the support also of the Group Compliance Officer, but no irregularities to be reported to the Shareholders’ Meeting have emerged to date.
(ref. Report to the the Board of Statutory Auditors, Telecom Italia’s 2011 Annual Report, pages 438-439)
Procedure for complaints to the Supervisory Board for behavior involving the risk of offences pursuant to Law N. 231
- Employees and external collaborators shall report to the Supervisory Board any violation or suspected violation of the Organisational Model. The reporting shall be made exclusively in non-anonymous form.
The Companies and Supervisory Board shall protect employees and external collaborators form any prejudicial effect that might derive from reporting. The Supervisory Board shall ensure that the identity of the reporting persons remains confidential, save for the requirements of the law.
- The persons in charge of departments shall report to the Supervisory Board any behaviour related to the risk of offences under Law 231, regarding operational processes coming within their jurisdiction, which they have discovered directly or through information from their collaborators;
- The persons in charge of the departments that officially receive information, also from judiciary police departments, regarding violations and/or offences with risks of corporate impact, shall report these to the Supervisory Board:
In order to ensure the concrete implementation of the rules set forth in the Organisational Model, specific e-mail addresses have been provided and made available on corporate intranet for sending reports to the Supervisory Board having jurisdiction.
II. Measures taken
In 2011, with regard to Telecom Italia SpA staff, a total of 13 disciplinary measures were taken for conducts which violated the Code of Ethics.
The following cases were involved:
- Activities in conflict / competition with the company
- Private use of corporate materials, facilities or services;
- Falsification or alteration of documents or equipment for undue advantages;
- improper acceptance or demand for financial compensation from the customer;
As for relations with suppliers, in 2011, 121 applications for registration in the Telecom Italia’ Supplier Register have been rejected due to the lack of compliance with items contained in Law 231.