Code of Ethics

ORGANISATIONAL MODEL (Legislative Decree no. 231 of 8 June 2001 and subsequent supplements)

Legislative Decree No. 231 of 8 June 2001

Legislative Decree No. 231 of 8 June 2001 (hereinafter, the ‘Decree’) introduced into the legal system a complex and innovative system of sanctions that envisages forms of administrative liability of companies and entities for offences committed in their interest or to their advantage ‘by persons in positions of representation, administration or management of the entity or one of its organisational units with financial and functional autonomy as well as by persons who exercise, including de facto, the management and control of the same’ (so-called ‘apical position’) or by ‘persons subject to the management or control of the entity’ (so-called ‘persons subject to the management or control of the entity’). so-called ‘apical position’) or by ‘persons subject to the management or supervision of the latter’ (Article 5 of the Decree). With a view to enhancing the preventive function of the system introduced, the legislator has provided for the exclusion of the liability of companies and entities if they have adopted and effectively implemented organisation and management models capable of preventing offences of the kind committed.

The organisational and management model (hereinafter, the ‘Model’) fulfils the function of ensuring an integrated system of controls and procedures aimed at minimising the risk of offences being committed in the company context, and also represents a means of communicating the values and ethics of the company to the inside (senior management and subordinates) and outside (third parties, creditors, external collaborators).

corporate context, also representing a means of communication towards the internal (persons in top management positions and persons subject to the management of others) and external (third parties, creditors, external collaborators) of the values and ethics of the company. appropriate internal procedures to ensure compliance with corporate strategies and the achievement of effectiveness and correctness of corporate processes. The Model is part of and integrates this complex system for the specific purpose of overseeing the performance of activities that present abstract risk profiles of commission of the offences included in the scope of the Decree, through procedural protocols and control elements aimed at preventing conduct by company representatives that may be in conflict with current legislation or the The company Cedat 85 s.r.l. (hereinafter also the “Company” or “Cedat 85”) has drawn up rules and controls ethical principles by which the company is inspired.

Cedat85 Organisational Model – Code of Ethics