Code of Ethics
The Code of Ethics defines the general principles of conduct on which it bases its actions and business decisions, representing the main pillar of the Group’s Corporate Governance system. The Code of Ethics also sets out the principles of conduct with regard to the issues of greatest importance to the Group, including, in particular, relations with third parties, government authorities, customers and suppliers. The Code of Ethics also defines the principles of conduct with regard to market competition issues and potential conflicts of interest.
Through the Code of Ethics, the Group promotes business management based on the highest standards of ethics and conduct, including in relation to the sustainability commitments and policies it has adopted.
The Code of Ethics expresses Fedrigoni’s Behaviours, i.e. the set of actions that guide what the Group does, how it interacts with others and how it approaches transformation in Fedrigoni.
All persons operating in Italy and abroad on behalf of or in favour of the Group, or who have business relations with it, are required to comply with the principles and provisions set out in the Code of Ethics.
Internal Audit, Risk & Compliance monitors compliance with the Code of Ethics. Breaches of the provisions of the Code of Ethics may be reported by any employee via the mailbox:
Whistleblowing
Fedrigoni Group ensures a transparent and ethical business environment. For this reason, in our ongoing commitment to responsibility and integrity, we have established a Whistleblowing Channel that allows anyone to report potential violations of internal regulations or laws. The Channel ensures the anonymity of the reporter, in compliance with current regulations.
There is a process for the analysis and management of each report, carried out by a dedicated and independent team. We recognize the importance of protecting those who choose to report, ensuring maximum confidentiality and protection from retaliatory or discriminatory behavior.
Model 231
The Group’s Organisational Model pursuant to Italian Legislative Decree number 231/2001 describes the main controls and behavioural guidelines to ensure the prevention of the commission of offences pursuant to such Decree.
It consists of a General Section that illustrates the regulations, the purposes, the rules relating to the Supervisory Body, a description of the Group’s disciplinary system and the staff training system on the content of the Organisational Model, as well as a Special Section that describes the behaviour and prevention tools adopted in order to reduce the risk of the commission of the offences covered under Italian Legislative Decree number 231/2001.
If implemented and subject to concrete supervision by the Supervisory Body, the Organisational Model may constitute a mitigating factor exempting the Company from corporate liability.
Global Policy
The Global Policies contribute to the realisation of the Group’s Compliance Program. In conjunction with the Code of Ethics, the Organisational Model pursuant to Italian Legislative Decree number 231/2001 and the regulations adopted, the Global Policies provide guidelines for the management of compliance with the main regulations relevant to the Group, in compliance with the principles of conduct and behaviour already set out in the Code of Ethics.
This set of regulations is based on by the main benchmark standards in the industry.
ERM
Our Enterprise Risk Management (ERM) model, inspired by international best practices, is designed to identify and ensure adequate governance of the Group’s main risks and the achievement of strategic objectives.
This model promotes the proactive management of risks at Group level, favouring a transversal and dynamic assessment that enhances the existing management systems, ensuring adequate reporting to the administration and control bodies.
The Group Compliance Officer & Chief Internal Auditor is responsible, with the support of the Risk Owners, for ensuring that the Group’s main risks are promptly identified, assessed, managed and continuously monitored.
The Board of Directors is primarily responsible for the supervision, management and evaluation of the ERM Model, consistent with the Group’s strategies.
The Audit & Risk Committee supports the Board of Directors in the decision-making processes concerning the ERM Model.
The Chief Executive Officer is responsible for the definition and implementation of the underlying methodologies of the ERM Model and supervises their design and implementation. He is supported in this by the Executive Committee.
Finally, all Risk Owners are responsible for identifying, assessing and managing risks within their field of remit and for proposing, implementing and monitoring mitigation plans to maintain acceptable risk exposure.
Anti-bribery management system
In 2025, Fedrigoni adopted an Anti-Bribery Management System compliant with the UNI ISO 37001 standard and obtained the corresponding international certification, globally recognized as a best practice for the prevention of bribery and corruption.
The achievement of this certification confirms and further strengthens the Group’s commitment to fostering a corporate culture based on ethics, integrity, transparency, fairness, and compliance with the law, in line with the principles set out in the Code of Ethics, the Organizational Model pursuant to Italian Legislative Decree 231/2001, and the Anti-Corruption Guidelines adopted by the Group.
Fedrigoni’s Anti-Bribery Management System establishes a structured framework of principles, safeguards, procedures, and controls aimed at preventing, detecting, and managing bribery and corruption risks, while promoting a risk-based approach and continuous improvement of business processes.
The Anti-Corruption Guidelines, voluntarily adopted in 2025 and regularly updated, form an integral part of the Anti-Bribery Management System and represent the overarching document summarizing the principles and rules of conduct set out in the Group’s internal policies and procedures. These Guidelines also define the standards of conduct applicable to relationships with customers, suppliers, business partners, public authorities and, more generally, all stakeholders.
To ensure the effective implementation and ongoing monitoring of the Anti-Bribery Management System, Fedrigoni has established an Anti-Bribery Compliance Function, appointed by Top Management and provided with the necessary independence, authority, and expertise.
The Anti-Bribery Compliance Function is composed of two internal corporate functions — the Group Head of Legal & Compliance and Group Internal Audit — which work in close coordination to oversee the effectiveness of the anti-bribery system, support the identification and management of bribery risks, monitor compliance with internal policies and procedures, and promote the system’s continuous improvement.
Within the scope of its responsibilities, the Anti-Bribery Compliance Function carries out monitoring and oversight activities concerning the implementation of anti-bribery measures, supports the promotion of a culture of compliance and business integrity, and fosters periodic training and awareness programs for Group employees and for individuals acting on behalf of the Company.