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Ratti Group | Sustainability Report 2022

- expresses a view on specific aspects inherent potential conflict of interests with the role and the
to the identification of the main corporate risks duties associated with the position.
and supports the assessments and decisions All recipients of the Group’s Code of Ethics,
of the BoD in relation to risks deriving from should they become aware of situations which,
prejudicial factors which have come to the either actually or potentially, could represent a
latter’s attention; significant violation of the Code of Ethics, must
communicate this to the Ethics Committee in a
- examines the periodic reports as well as those timely manner.
of particular importance prepared by the To this end, a dedicated procedure has been
Internal Audit function; created and distributed which identifies the
modes of operation and rules to be followed when
- monitors the autonomy, adequacy, managing any reports of violations received from
effectiveness and efficiency of the Internal recipients of the Group’s Code of Ethics.
Audit function;

- may task the Internal Audit function with 7.2
the job of carrying out verifications on specific The bodies and the instruments
operational areas, at the same time providing
communication of this to the chairman of the that monitor corporate ethics
Ratti has control body;
nominated
a Group Ethics - reports to the BoD, at least on occasion of the As anticipated, Ratti SpA BC’s BoD has formed
a Risks Control Committee and a Directors’
approval of the annual and half-yearly financial
Committee. statements, on the activities which have been Remuneration Committee from among its
This was carried out and the adequacy of the internal members, and in 2018 also established a Group
established control and risk management system; Ethics Committee. The other supervisory bodies
for laws and regulations relating to financial and
through a - expresses, giving reasons, a non-binding social matters are the Board of Statutory Auditors
resolution opinion on the interests of the issuer on the and the Supervisory Board.
of the BoD conclusion of translations with related parties, In their turn, these control bodies have access to
on the benefit and accuracy in substance
with a mandate of the related conditions and, periodically, a number of instruments and policies that ensure
for the period on the validity of the procedure governing compliance with the Standards and appropriate
stipulated at transactions with related parties adopted by Group behaviour, i.e. the Code of Ethics and the
the Company;
Suppliers’ Code adopted by all the Companies
the time of its of the Group, Model 231 and the Social and
appointment. - may carry out further tasks it may be assigned Corporate Accountability Policies (which include
Its task is to by the BoD. aspects of safety, the environment, energy
and quality) adopted by Ratti SpA BC as well as
ensure the the Environmental and Social Accountability
consistent The Ethics Committee Policies adopted in Creomoda, La Maison des
application In order to bolster the role of its Code of Ethics, Accessoires and Textrom.
since 2018 Ratti has nominated a Group Ethics
and diffusion Committee. This was established through a The Ratti Group guarantees that it complies with
of the Group’s resolution of the BoD with a mandate for the applicable legislation with regard to its operations,
ethical period stipulated at the time of its appointment. through the activities and checks carried out by
accredited internal offices (e.g. the legal office,
Its task is to ensure the consistent application
principles. and diffusion of the Group’s ethical principles financial administration and control, Internal
contained in the Code of Ethics, and to investigate Audit, the technical office, the internal laboratory,
and deal with any reports of violations or the prevention and protection service, human
requests for clarification. resources and management systems). The Group
uses specialised external consultants when
Appointment as members of the Ethics necessary.
Committee depends on the satisfaction of the
individual requirements of honesty, integrity, If key internal functions are not present in the
respectability and independence, as well as the subsidiaries, the corresponding functions in Ratti
absence of any reason for incompatibility with the SpA BC will supply them, providing consultancy
appointment in question, such as, for example, a services either in person or managed remotely,

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