Legislative Decree no. 231 of 8 June 2001, concerning "Regulations on the administrative liability of legal entities, companies and associations with or without legal personality" (hereinafter, "Decree 231"), introduced for the first time into the Italian legal system a "punitive system" for legal persons (companies, associations, foundations, etc.) for certain specific offences (so-called "predicate offences"), committed by top management (directors, managers, etc.) or employees/collaborators in the interest of or for the benefit of the organisation.
This responsibility is in addition to (and does not replace) that of natural persons who materially committed the offence and is directly liable before Judges in a Criminal Law Court for the offence committed.
In the event of ascertainment of liability as referred to in Decree no. 231, the sanctions to be imposed on the entity may be of a pecuniary nature, established by the Judge based on the seriousness of the act and the responsibility of the entity, or disqualifying, i.e., affecting the activity of the entity in various ways (e.g., exclusion from subsidies, financing or grants, disqualification from carrying out the activity, etc.).
All these responsibilities and consequences can be avoided or reduced if the entity has adopted and effectively implemented a compliance programme suitable for preventing the offences referred to in Decree no. 231 ("Compliance Programme") from being committed and has set up a supervisory and control body with the task of supervising compliance with the Compliance Programme.
Therefore, exemption from liability of the entity depends on a judgement on the suitability of the compliance programme adopted by it as to whether it is able to prevent the risk of committing the crimes provided for in Decree no. 231.