Sustainability Report 2011
Maurizio Chiarini (Chief Executive Officer of Hera Group) presents Sustainability Report
Hera works to develop and support corporate policies aimed at adopting a business model able to satisfy the needs of all stakeholders in a balanced manner. Hera’s system of governance is characterised by a strong link to the territory of reference, focused on the creation of value for every stakeholder and views sustainability as a defining element in the company’s choices and lines of development.
The Hera Corporate Governance system is based on the principals of the Code of Conduct for Listed Companies and as established by the Group’s Code of Ethics.
In order to ensure adequate coverage of sustainability policies, since 2007 the Hera S.p.A. Board of Directors has prepared a Sustainability Report that includes the Group’s sustainability objectives along with the Business Plan. The Sustainability Report was then presented to the Shareholder’s Meeting for the approval of the financial statements.
The Group’s sustainability policies that guide its strategic choices:
Approves the financial statements, appoints the Board of Directors, the Board of Auditors and auditing firm.
The Board of Directorsis the corporate committee responsible for company administration. The company Articles of Association require that the Board of Directors is endowed with broad and unrestricted powers for ordinary and extraordinary administration of the company. It is empowered to carry out all such actions as it deems necessary for and conducive to achieving the company purpose except those placed explicitly, by law or the Articles of Association, under the responsibility of the Shareholders’ Meeting. The Board of Directors has evaluated the adequacy of the company’s organisational, administrative and general accounting structure with special reference to the internal control system.
Is responsible for auditing activities that must be performed with complete transparency and in compliance with current regulations.
Is responsible for evaluating the reliability of the internal control system so as to ensure the efficiency of corporate operations, the reliability of financial information, compliance with laws and regulations and the protection of corporate assets.
To ensure the distribution and implementation of the Code of Ethics, on October 8, 2007 the BoD established the Ethics Committee. The Committee is responsible for evaluating the conformity of corporate conduct with the principles of the Code of Ethics, a document shared with all Group employees, and to investigate if violations are reported. The Committee reports to the Board annually on its specific activities and the Group's ethical status.
In July 2011 the Risk Committee was established, which represents the principal guiding, monitoring and informational body as concerns risk management strategies and is responsible for defining the general guidelines for the Risk Management process, ensuring the mapping and monitoring of corporate risks, ensuring the definition of Risk Policies and measurement policies to submit for approval by the Board of Directors of Hera S.p.A., ensuring half-yearly reporting to the Hera S.p.A. Board of Directors and defining and ensuring the information protocols for the Internal Control Committee, the Internal Auditing Department and the Board of Auditors.
Page updated 22 August 2011
V.le Carlo Berti Pichat nr. 2/4
40127 Bologna
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Paid-up Share Capital € 1,115,013,754
Revenue Code/VAT reg. no. and Bologna Registry of Companies
no. 04245520376
