Corporate Ethics

Code of Ethics, Organization, Management and Control Model and Anti-corruption Policy

Ethics, transparency and compliance

Ethics and transparency are fundamental values to Rai Way, which guide the way we carry out our business – particularly when it comes to our relationship with our stakeholders.
Any topics relating to ethics are considered relevant on a strategic level for our company, and, in this way, require a compliance with internal and external regulations and codes of conduct, the utmost integrity, and the absence of any personal or business-related conflicts of interest.

To guarantee our ethical standards and principles are respected, as well as transparency and compliance in all company activity, Rai Way has curated a collection of documents, procedures, and policies.

Code of Ethics

This regulates all rights, duties, and responsibilities we take on in relation/assume towards to the stakeholders the company interacts with.

Organisational, Management and Control Model

In accordance with the D.Lgs n. 231/2001, the risk of crime and illicit activity within a company context must be predicted and reduced (a model in which the Code of Ethics plays an integral part).

Anticorruption Policy

Specific corrupt or illegal actions must be combatted (these contain integrative measures when compared to the Management and Auditing Organisation Model).

The compliance framework adopted by Rai Way, which includes the aforementioned documents, is an integral part of its Internal Control and Risk Management System (ICRS). The Board of Directors is responsible for this, alongside the support of the Control, Risks and Sustainability Committee: an institute within the Board itself which defines the guidelines of the ICRS, evaluating its sufficiency and efficiency at least twice a year. They also do this in relation to any topics relating to ethical and anticorruption matter.

Code of Ethics

Approved by the Board of Directors, the Code of Ethics defines the collection of values which the company recognises, accepts, and shares all relative responsibilities.

It contains the main ethics and behaviours which must guide the actions of all those who work within or interact with Rai Way, whether permanently or temporarily, taking into account the role of each individual, the complexity of their job, and the responsibilities attributed to following the company’s objectives.

The Code requires a respect of all fundamental ethics related to fairness, transparency, honesty, the observance of the law, professionalism, impartiality, human resource values, personal integrity, privacy, responsibility towards the collective, sustainability, and loyalty in terms of competition.

The Code of Ethics is designed for:

  • governing bodies, the Chief Executive Officer, the General Director, and other managers and employees (“company representatives”);
  • all collaborators, including occasional and temporary;
  • all those who have business and/or financial relationships of any kind with Rai Way, or who act on behalf of Rai Way on the basis of specific mandates (consultants, suppliers, partners, agents, dealers, third parties…);
  • all company representatives and external collaborators from controlled companies.

231 Organisational Model and Supervisory Board

The Organisation, Management and Control Model, in accordance with D.Lgs n. 231/2001 (“Model 231”) was approved by the Board of Directors in December 2006, and is constantly updated.

It is composed of a “General Part” and a “Special Part”:

The “General Part” describes the contents and the impact of D.Lgs. n. 231/2001, the basic principles, and the objectives of the Model, the responsibilities of the Supervisory Board (see box below), the ways it can be adopted, the diffusion, updating, and application of the Model’s contents as well as the prediction of the disciplinary system.

The “Special Part” defines the behavioural principles and the management rules that all Recipients of the Model must adhere to in order to:

  • predict, within the framework of specific activities carried out by Rai Way and considered “risky”, the potential crimes committed, as outlined by D.Lgs. n. 231/2001;
  • ensure conditions of fairness and transparency in conducting the aforementioned activities.

Supervisory Board (SB)

The Supervisory Board (SB), which possesses autonomous power, is responsible for:

  • evaluating the sufficiency of the Model and its suitability in preventing the committing of any crimes, as outlined by the Decree;
  • monitoring the compliance of behaviours outlined by the Model, highlighting any deviations, including when adapting the Model to suit any activities carried out;
  • updating the Model, both through a preventative analysis phase of changing company conditions and through a successive phase of verifying the functionality of any proposed modifications.

Rai Way’s Supervisory Board is overseen by two external directors:

  • Alberto De Nigro, in his role as Chairman, and
  • Enrico Mezzetti, as well as
  • internal Company Auditing Manager Maria Cristina Brotzu.


The company has adopted a specific Anticorruption Policy and has appointed an internal organisational supervisor, nominated by a company referee.

The measures taken to prevent corruption aim to define an internal auditing and risk of corruption system integrated with “control governance” tools (Legislative Decree Model no. 231/2001 and the Code of Ethics), using this opportunity to introduce further measures and reinforce existing ones. This is achieved through coordinated action to more efficiently combat any illegal or corrupt activity.

Company reference for anticorruption measures

In coherence with that outlined in the Anticorruption Policy, the company has appointed a reference for anticorruption measures, who, with the coordination of the Supervisory Board ex D.Lgs. n. 231/2001, ensures the operation of the corruption prevention system. They achieve this though the verification of the sufficient and effective application of anticorruption measures. Contact:

The company provides consistent protection against illicit payments with any supplier, partner, or collaborator, particularly banning the transfer of funds between accounts which are not adequately justified by company operations, as well as carrying out payments for any services which have not been fulfilled. Payments made using untraceable means are also forbidden.

The company also carries out preventative verification regarding:

  • the absence of irregularities or evidence of corruption in individuals/companies from which we intend to purchase goods or services;
  • compliance with company principles and measures, particularly for the prevention of corruption, referring to contractual relationships.

The Anticorruption Policy is communicated to employees through its publication on the company intranet site, and is used as an object of training initiatives.

Compliance with our Code of Ethics, with 231 Model 231, and with the Anticorruption Policy, is required from all company suppliers, business partners, and collaborators. This will be included in all passive and active contracts for consultancy/collaboration in a specific clause regarding resolution and safeguarding. Based upon this, both parties declare to have seen these documents and will work to adhere to the principles expressed in the execution of the contracts.