Organizational Model and Code of Ethics D.Lgs 231/2001

The Company adopts an administrative and control model adequate to pursue the goal of a suitable balancing of the powers and an accurate distinction of the functions. Pursuant to the articles of association, the management power of the Company lies with the Board of Directors, which has appointed a CEO to which all functions of the Company report, directly or indirectly.

The Company believes that the adoption of the Model, together with the issuing of an ethical code (hereinafter, the “Code of Ethics”) – regardless of the regulations of the Decree, which show the model as an optional and not mandatory element – can constitute a valid instrument of consciousness-raising of the Company’s employees and the other stakeholders (customers, suppliers, collaborators in various positions), so that they, in carrying out their activities, adopt correct and linear behaviours, such as to prevent the risk of committing crimes covered in the Decree.

The CrestOptics Model was specifically prepared on the basis of a structured and comprehensive system of procedures as well as control activities that in substance:

  1. identify the areas and processes of possible risk in the business  activity, namely, the activities in areas in which the possibility of committing crimes is considered higher;
  2. define an internal regulations system aimed at planning the training and the implementation of the company’s decisions regarding risks/crimes to prevent through:
    • a Code of Ethics, that contains general principles to observe;
    • formalised procedures, intended to regulate in detail the operational procedures in the sectors considered at risk;
    • a system of delegations of functions and proxies for signing company deeds that ensures a clear and transparent representation of the training process and decision implementation;
  1. they bring about a consistent organisational structure, aimed at inspiring and controlling correct behaviour, guaranteeing a clear and comprehensive attribution of duties, applying an adequate level of segregation of functions and ensuring that the set-ups desired by the organisational structure are actually implemented;
  2. they identify the processes of management and control of the financial resources in the context of the activities at risk;
  3. they assign the Surveillance Body the task of supervising on the functioning and on the observance of the Model and of proposing the updating.

Therefore, the purposes of the Model are the following:

  1. arranging for a structured and comprehensive system of prevention and control, with the purpose of reducing the risk of committing crimes associated to the business activity, with particular attention to the prevention and contrasting any illegal behaviours;
  2. determining, in all those who operate in the name and on behalf of the Company in the activity areas considered at risk, the awareness of the possibility of incurring, in case of violation of the measures included here, in an offence liable to penalties, at the criminal or administrative level, not only regarding themselves but also regarding the Company;
  3. notifying all those who operate in any position in the name, on behalf of or nonetheless in the interest of the Company that the violation of the regulations contained in the Model will implicate the application of specific sanctions or the termination of the contractual relationship;
  4. reaffirming that CrestOptics will not tolerate illegal behaviours, of any type and independent of any purpose, since such behaviours (also in the case in which the Company is apparently in a condition to benefit) are nonetheless contrary to the ethical principles to which the Company intends to abide by.