Corporate

The MFE Group gives particular attention and sensitivity to compliance issues, undertaking to promote a corporate culture, suitable for ensuring correct and transparent management of business activities, as an essential tool of efficient administration and a guarantee of competitiveness in the reference market.
In compliance with national and international best practises and with current laws and regulations in force in the countries where it operates, the MFE Group ensures that all company processes are based on the ethical principles and values generally recognized in the conduct of business and suitable for preventing possible risks of regulatory non-compliance.

The MFE Group, in consideration of its important role in the Italian and international social and economic panorama, has based its growth on a strong image of fairness and transparency in carrying out its activities, based on the compliance with laws and regulations in force in the countries in which it operates and on the principles of honesty, loyalty, responsibility, transparency, freedom, individual dignity and respect for all forms of diversity, rejecting any discrimination.
During each phase of its development the MFE Group has set as a primary purpose the protection of all stakeholders' interests, also pursuing the objective of social commitment, considered as concrete investment to which business world is bound.
In this context the MFE Group has always recognized the central role played by human resources, promoting a working environment based on respect for human beings and on the values of fairness, loyalty, trust, transparency, cooperation and integration, giving priority to aspects such as the development of personal and professional skills and abilities, equal opportunities, protection of workers' psychological and physical well-being (regarding also health and safety at work), confidentiality and personal data protection.
Furthermore, the MFE Group has identified the main principles of its way of operating and the key elements of its success in the enhancement of diversity, in research and innovation, in the attention to young people and to environmental issues and in allowing each employee to fulfil him/herself in his/her work.

The fundamental principles of MFE Group are explained in the Code of Ethics, which defines the set of values that the Group recognizes, accepts and shares, at all levels, in business conduct anche whose observance is essential for the regular carrying out of its activities, management's reliability and the Group's image.
The Code of Ethics expresses ethical principles and fundamental values which, in every process of daily work, constitute essential and functional elements for the proper conduct of relations with MFE Group companies. Its provisions also provide specific examples of the general duties of diligence, honesty and fairness on which work obligations and the conduct in the workplace must be based.

The adoption of the Code of Ethics arises from the belief that ethics in business conduct is a indispensable issue for the success of a company. Furthermore, the Code of Ethics also represents a fundamental component of the compliance programs adopted by the Group companies - in line with the provisions of legal systems of the countries where they operate - as well as the internal control system which also includes the set of corporate procedures issued to manage every corporate process.

The principles and provisions of the Code of Ethic are shared by all MFE Group companies and are binding on the members of corporate bodies, on all persons bound by an employment contract with the MFE Group and on all those who work for/with MFE Group companies, regardless of the relationship, even temporary, that links them to it (e.g. contract staff, suppliers, customers, etc.).

The MFE Group is committed to the broad dissemination of the principles and values expressed in the Code of Ethics through adequate information activities, in particular towards its corporate bodies and towards employees and contract staff, in order to promote application and strict compliance to such provisions. Specific training activities on ethical principles are also provided both in classrooms and through e-learning courses

The first version of the Code of Ethics was adopted by the Italian holding Mediaset SpA and its Italian subsidiaries in 2002; it was subsequently amended in 2008 and 2012. The current version was adopted by the Italian holding Mediaset SpA and its Italian subsidiaries in 2019/2020. MFE N.V. adopted its own Code of Ethics in November 2021: pursuant to it, each company of MFE Group is required to adopt its own Code of Ethics, adapting it - where necessary - in consideration of the specific characteristics of its core business and according to the law applicable in the country where each company operates.

MFE Group is committed to promoting a corporate culture based on ethical behaviour, respecting the principles of loyalty, honesty, responsibility and legality, and therefore rejects and deplores the use of unlawful or improper behaviour to achieve its economic objectives.

In order to ensure the maintenance, observance and respect of these principles and values, as well as to further promote the diffusion of a culture of legality within the organisation, organisational and control tools are adopted to prevent the violation of laws, regulations, principles and values expressed in the Code of Ethics, in the compliance programmes and in the current corporate procedures, by constantly monitoring their observance and implementation.

These organisational and control tools protect all stakeholders’ interests, ensure and guarantee the correct and transparent management of business activities, understood as an essential tool to make operations more efficient and also guarantee competitiveness in the market.

In this perspective, the MFE Group has adapted its whistleblowing system, taking into account the legislation in force in the countries where it operates, both at Community level (EU Directive 2019/1937) and at national level (Legislative Decree of 10 March 2023, No. 24, Dutch Whistleblower Protection Act, Ley of 20 February 2023, No. 2). This system allows anyone interested to report violations and/or irregularities, including those that are merely suspected, with absolute confidentiality of the whistleblower's identity and with maximum protection against adverse consequences, retaliation or any form of discrimination or punishment..

REPORTING CHANNELS

Reports can be made through the following internal channels: Additionally, a direct personal meeting with the Whistleblowing Committee can be requested through the channels above.
Offences and/or irregularities, including those that are merely suspected, must be reported as a matter of priority through internal reporting channels.
Secondly, according to the relevant legislation, reports can be made to the following competent authorities:

For more information, consult the following documents:

  • MFE GROUP Whistleblowing General Principles
  • MFE Policy Whistleblowing
Reports can be made through the following internal channels: Additionally, a direct personal meeting with the Whistleblowing Committee can be requested through the channels above..
Offences and/or irregularities, including those that are merely suspected, must be reported as a matter of priority through internal reporting channels.
Under certain conditions reports can be made using an external reporting channel, set up and managed by the National Anti-Corruption Authority ("ANAC"), https://www.anticorruzione.it/-/whistleblowing.

For more information, consult the following documents:

  • MFE GROUP Whistleblowing General Principles
  • LGO - Gestione delle Segnalazioni Whistleblowing
  • FAQ Whistleblowing
For further details and information, consult the website https://www.mediaset.es/buzon-etico/.
 
Offences and/or irregularities, including those that are merely suspected, must be reported as a matter of priority through internal reporting channel, which can be found at the link above.
Secondly, according to the relevant legislation, reports can be made to the Autoridad Independiente de Protección del Informante.

Italy

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 "premised offences"), committed by top management (directors, managers, etc.) or employees/contract staff in the interest of or for the benefit of a legal entity. Decree 231 states that entities are liable if they have not adopted the necessary measures of organization and control to prevent the type of crimes or administrative offences falling within the list of "premised offences". The purpose of Decree 231 is, therefore, to press companies for adopting specific organisational, management and control programs ("231 Compliance Programs") which, where previously adopted and effectively implemented, can constitute an exemption to exclude liability.

Mediaset S.p.A. and its Italian subsidiaries, since the entry into force of Decree 231, have adopted and progressively updated their 231 Compliance Programs to the requirements of this legislation, with the aim of establishing a structured and whole system of general, behavioural and operational rules, which guarantees the effective performance of sensitive activities by preventing the commission of premised offenses that may involve corporate liability, if put in place in companies' interest or advantage.

The first version of the 231 Compliance Programs of Mediaset SpA was approved by its Board of Directors on July 29th 2003 and subsequently amended and supplemented several times until the current version dated March 26th 2024.
With reference to the Italian subsidiaries, similar initiatives have been taken to adapt and implement the respective 231 Compliance Programs pursuant to Legislative Decree 231, taking into account each specific structure and activities. The updated versions of the 231 Compliance Programs adopted by Mediaset SpA and its Italian subsidiaries are published below.

  • 231 COMPLIANCE PROGRAM MEDIAMOND SpA - 11.05.2015
  • Mod. Org. 231-01_inglese Digitalia'08 Srl 26.03.2024
  • Mod. Org. 231-01_inglese EI SpA 26.03.2024
  • Mod. Org. 231-01_inglese Mediaset SpA 26.03.2024
  • 231 compliance program Medusa Film SpA - 28.6.2021
  • 231 compliance program Monradio Srl - 20.4.2021
  • Mod. Org. 231-01_inglese Publitalia'80 SpA 26.03.2024
  • 231 compliance program Radio Mediaset SpA - 20.4.2021
  • 231 compliance program Radio Studio 105 - 20.4.2021
  • 231 compliance program Radio Subasio Srl - 20.4.2021
  • 231 compliance program RMC Italia SpA - 20.04.2021
  • Mod. Org. 231-01_inglese RTI SpA 26.03.2024
  • 231 compliance program Virgin Radio Italy SpA - 20.4.2021

In compliance with the provisions of Legislative Decree no. 231/01, a Supervisory and Control body, in charge of overseeing the proper functioning of the 231 Compliance Programs as well as their constant updating, has been appointed by the Board of each Mediaset Group Italian companies.

In order to ensure that the 231 Compliance Programs are actually and effectively implemented, the Supervisory and Control Body must have the following characteristics: (i) autonomy; (ii) independence; (iii) professionalism; (iv) continuity of action.
The Supervisory and Control Body has mainly a collegial composition, considered suitable for the need to entrust this role and the consequent responsibility to persons who fully ensure effective autonomy and necessary independence.
The 231 Compliance Programs require that the Supervisory and Control Body has to be appointed by the Board of Directors, subject to verification of (i) requirements of integrity similar to those of the directors and professionalism appropriate to such role; (ii) non-subsistence of incompatibility and conflict of interest with other corporate functions and/or positions.
The Supervisory and Control Body carries out the tasks and activities provided for by the 231 Compliance Programs and may at any time carry out checks on their application.
The 231 Compliance Programs set out information obligations of the various corporate functions to the Supervisory and Control Body. For information purposes as well as for reporting violations or unlawful conduct relevant to the purposes of Legislative Decree 231/01, the Supervisory and Control Bodies have specific e-mail addresses, accessible exclusively by their members, as indicated below:

odv.mediaset@mediaset.it
odv.rti@mediaset.it 
ovc@publitalia.it 
ovc@digitalia08.it 
odv.elettronicaindustriale@mediaset.it 
odv.medusafilm@mediaset.it
odv.radiomediaset@mediaset.it 
odv.monradio@mediaset.it
odv.RadioStudio105@mediaset.it 
odv.VirginRadioItaly@mediaset.it 
odv.rmcitalia@mediaset.it
odv.radiosubasio@mediaset.it
odv.mediamond@mediaset.it

MEDIASET GROUP has adopted, since 2010, implemented and applied effectively a Management System of Occupational Health and Safety in workplaces, based on standard OHSAS 18001:2007. Following the entry into force of the UNI ISO 45001:2018, in 2020 Mediaset Group has upgraded its Management System of Occupational Health and Safety to the new standard ISO 45001, retaining a new Certification, also at Corporate level.
 
Certification of a Management System of Occupational Health and Safety represents the recognition, by an Accreditation Body, that:
  • The Management System of Occupational Health and Safety in workplaces complies with applicable provisions, regulations, etc.;
  • These aspects are disciplined, as well as properly and constantly monitored, in order to reduce the impact on workers and to achieve the prevention of accidents and occupational diseases, with a view to continuous improvement.
Certification is valid for the Corporate and all the Companies that has adopted this Management System, including: Mediaset S.p.A., RTI S.p.A., Elettronica Industriale S.P.A., Medusa Film S.p.A., Publitalia'80 S.p.A., Digitalia'08 S.r.l., Mediamond S.p.A., Radiomediaset S.p.A., Radio Studio 105 S.p.A., Virgin Radio Italy S.p.A., Monradio S.r.l., RMC Italia S.p.A., Radio Subasio S.r.l., Radio Aut S.r.l., R2 S.r.l. e Taodue Film S.r.l.
The application of the Management System of OHS concerns all workers operating within all the Offices of above mentioned Companies and all their activities, including the management of the contracted activities.
Management System of Occupational Health and Safety UNI ISO 45001 of Mediaset Group has undergone certification audit by the international society DNV-GL. The audit was successful and the Certificate 45001 was issued at the level of Corporate and to individual companies.