Organizational and Management Model

Corporate administrative responsibility is regulated by Legislative Decree of 8 June 2001 n. 231 (henceforth  referred to as ‘Decree’). In accordance with its provisions, the companies that are held responsible for any violations thereof may be subject to penalties, if the crimes committed or attempted are aimed at the company’s own interest and advantage.

The company may not be held responsible if, before the crime is committed, it has adopted and effectively implemented suitable organizational , management and  control models to prevent the aforementioned crimes and it has set up a team dedicated to watch over the regular running and observance of the Model.

In accordance with the provisions of the Decree, Mercitalia Intermodal SpA has adopted the Code of Ethics of Gruppo Ferrovie dello Stato Italiane and its own Organizational Model (henceforth  referred to as ‘ Model’), on the basis of the Confindustria Guidelines.

The Model is addressed to all those who co-operate to the achievement of the aims and objectives of Mercitalia Intermodal SpA: Board members, Controllers, other external partners, employees and other stakeholders (e.g. consultants, clients, suppliers).

Through the adoption of the Model, Mercitalia Intermodal SpA has aimed to strengthen its internal control system, in order to guarantee the observance of fairness values and principles, transparency and honesty in its business conduct and corporate activities, The Model also protects the organization in case of any corporate administrative responsibility crimes, as described in the Decree.

The breach of the rules of conduct intended to prevent the crimes described in the Decree will  lead to penalties to be applied by Mercitalia Intermodal SpA regardless of the any court rulings. As for violations by employees, such penalties refer to the ‘Internal Code of Conduct’, whereas the violations by external entities (consultants, clients, suppliers) may determine the resolution of the contract, without prejudice to the right to damage compensation.

The Mercitalia Intermodal SpA Model is made up of:
• A  ‘general part’ describing the contents of Legislative Decree 231/01 and the basic principles and objectives of the model;
• Ten ‘special parts’ devoted to:
the specific crime descriptions provided  for by Legislative Decree 231/01 considered as relevant to Mercitalia Intermodal SpA  according to its crime risk map are:
1.  Crimes against Public Administration;
2.  Digital crimes and illegal data handling;
3.  Crimes against industrial and commercial entities and industrial property;
4.  Corporate crimes;
5.  Fencing, money laundering or use of money, goods or utilities deriving from criminal activities, and internal laundering;
6.  Health and safety crimes;
7.  Copyright infringement;
8.  Organized crime, transnational crimes and corruption related to  lack of testimony  or false testimony in court;
9.  Environmental crimes;
10. Employment crimes concerning irregular residents from other countries and Crimes against individual legal personality.

These special parts also include the principles and regulations to be followed by the entities concerned in the Model application for the prevention of those crimes.

All suppliers of Mercitalia Intermodal SpA have to comply with:
* Italian and International regulations, as applicable to their activities;
* Mercitalia Intermodal SpA Code of Ethics;
* The Organizational Model adopted by Mercitalia Intermodal SpA;
* Mercitalia Intermodal SPA procedures.

Mercitalia Intermodal SpA has appointed a “Supervisory Body” to watch over the correct running, observance and updating of the Model.

Supervisory Body of Mercitalia Intermodal can be reached by e-mail:
organismodivigilanza@mercitaliaintermodal.it
for information