Corporate Governance

MACCHI has been adopting the code of conduct for corporate governance since 2006. The corporate governance structure, that is the set of rules and behaviors aiming at ensuring efficient and transparent functioning of government and control systems, was set up in compliance with the recommendations included in the Code of Ethics and was adjusted to subsequent amendments.

The governance rules were included in the Staff Regulations in order to ensure high transparency.

Reputation is of fundamental importance to the Group. To this end, it is necessary that during the running of business operations, the most appropriate principles of corporate governance are observed in order to ensure that the Group’s activities are undertaken as efficiently as possible, in keeping with rules of sound corporate governance and the provisions of this Code of Ethics, in the interest of Shareholders, Employees, Collaborators not bound by an employment contract and all those persons entering into business relations and/or coming into contact with the Group.

The Group is committed to meet the highest possible standards, when adapting to the provisions and principles of self-regulation laid down by the Authorities responsible for the regulated markets in which the securities of Group companies might be listed.

ACCOUNTING ENTRIES

Every operation or transaction is to be correctly recorded in the company accounting system, in accordance with the criteria indicated by law and all applicable accounting standards. It must also be authorised, verifiable, lawful, consistent and proper.

To this end, Group companies adopt accounting standards that meet requirements for truthfulness, completeness and transparency with regard to the data recorded. For every transaction effected, the inherent decision-making, authorisation and execution process must be able to be verified, while adequate and complete documentation in support of the activity undertaken must also be stored as part of the Group’s official documents.

Each Employee is therefore required to co-operate – to the extent of his/her duties and responsibilities – so that any fact or event relating to the Group’s management is reported correctly and promptly to the competent functions and duly recorded in the relevant ledger.

INTERNAL AUDIT PROCEDURES

The term “internal audit procedures” means all instruments deemed necessary or useful for the purpose of steering, managing, verifying and realising the activities of Group companies, the underlying aim being to ensure that laws and business procedures are duly adhered to, in order to protect company assets, effectively manage business activities and provide truthful and correct information regarding the Group’s property, performance and financial situation with transparency.

It is the Group’s duty to spread, at all levels, an internal culture founded upon the awareness of the existence of controls and geared to exercise the same controls.

As part of their functions and responsibilities, the Group’s Executives shall be required to partake in the realisation and implementation of an effective business control system and to get all staff operating below them to become part of same system.

Group Employees shall therefore be required, to the extent of their duties and responsibilities, to:

  • define and ensure the correct functioning of the aforementioned control system;
  • responsibly look after all company assets (fixed and intangible) that are instrumental to the activities undertaken and ensure that they are not used improperly.

The Internal Audit Department and the Independent Auditing Firm appointed may freely access any data, documentation and information held useful in the undertaking of internal audit and accounting activities.

ANTI MONEY LAUNDERING

The Group does not permit any kind of money laundering. The Group is committed to conforming to all legal requirements relating to “anti money laundering” in those countries in which the Group operates.