Internal Auditing Department - Corporate governance
Internal auditing
- Group
- Governance
- Internal auditing
HERA's Internal Auditing was established in 2003, when the Group was listed on the Stock Exchange, in accordance with the provisions of the Code of Conduct of Listed Companies.
The Code of Conduct defines the principles of the internal auditing and risk management system with which the HERA Group is aligned. In the overall design of the risk management process, the HERA Group has adopted the best practices of Enterprise Risk Management (ERM), based upon the COSO Framework, a model recognised internationally.
The monitoring of the correct and effective functioning of the internal auditing and risk management system is assigned to the Internal Auditing Department with a mandate from the BoD of HERA SpA, renewed on 20.2.2019 and it is regulated by an internal Operating Manual, also approved by the BoD. The Internal Auditing Department performs its role as an independent function and has the aim of protecting and increasing the value of the organisation, supporting the achievement of its objectives.
Internal Auditing is an independent and objective activity of assurance and consulting, aimed at improving the effectiveness and efficiency of the organisation. It assists the organisation in pursuing its objectives through a systematic professional approach, generating added value as it is aimed at assessing and improving the control, risk management and corporate governance processes.
The responsibility for implementing an effective control system is held by company management, while the Board of Directors assesses its adequacy, supported by the Control and Risks Committee and by the Internal Auditing activity.
The Internal Auditing Department, in carrying out its activities, adopts the Code of Ethics and the international standards for professional practice issued by the relevant trade associations.
“The Hera Group has always pursued and discerned the ongoing efforts of each employee in anti-corruption”
Antonella Esposito – Internal Auditing Manager
231 Model and Anti-Corruption
HERA SpA has adopted, since February 2004, the organisation and management model indicated in Italian Legislative Decree 231/01 (the "231 Model"), in line with the ethical principles expressed in the Code of Ethics and in respect of the commitments made towards its stakeholders. The 231 Model is aimed at preventing offences involving liability for the legal persons in the interest or to the benefit of which the offence was committed, as envisaged by Italian Legislative Decree 231/2001.
The 231 Model was subsequently extended within the HERA Group and expanded and updated in relation to the new circumstances included in the perimeter of application of Italian Legislative Decree 231/2001 and in line with the evolutions of the Group and the business activities performed.
The 231 Model consists of a General Part and of Protocols that make up the Special Part and regulate the sensitive processes.
The Model adopted by the HERA Group is coherent with the contents of the guidelines developed in that regard by trade associations and with the indications of Italian and US Internal Auditing associations.
The 231 Model adopted, which is unique for the whole HERA Group, envisages information and training activity for persons involved in the sensitive processes with the aim of spreading knowledge of prohibited and mandatory behaviours, creating awareness of "ethical" behaviours and promoting a culture of control and prevention in managing the business risks. The HERA Group has established a Supervisory Board which supervises the Model and performs, through the Internal Auditing Department, auditing activities in autonomous and independent form.
The HERA Group promotes the combating of corruption by taking a “zero tolerance” stance towards corruption and fraud in any form, reiterated both in the Code of Ethics and in the Quality and Sustainability Policy.
The 231 Model, which already envisaged measures to combat and prevent corruption, has been supplemented by the “Anti-Corruption Model”. The senior persons andmanagement of the HERA Group are personally committed to respecting the anti-corruption model, also by performing awareness-raising activities and disseminating the principles of the rules aimed at preventing acts of corruption within its structures. The Anti-Corruption Model concerns all persons who work for the HERA Group.
HERA SpA, in 2019, obtained the ISO 37001:2016 certification of the anti-corruption management system and the Supervisory Board assumed the role of Compliance Function.
Whistleblowing
Any suspected infringement of the Model for the Prevention of Corruption or fraud, of 231 Model or other wrongdoing, including the field of gender equality (harassment, for example) and any other information useful for preventing offences may be reported through the following channels:
- Hera Group Whistleblowing Portal
- ordinary mail addressed to Internal Auditing Department of Hera SpA Viale Berti Pichat 40127 Bologna, with the word "Confidential" on the envelope;
- oral reporting, by appointment to be requested by e-mail to presidente.odv@PEC.gruppohera.it or by using the portal.
In any case, the identity of the whistleblower will remain confidential, without prejudice to compliance with legal obligations and the protection of the rights of the Company or of the persons involved in the report.
The Hera Group is committed to ensuring that no one suffers discriminatory treatment for refusing to be complicit in acts of corruption or offences or for reporting in good faith the occurrence or possible occurrence of such conduct. Discriminatory treatment means, by way of example, dismissal, disciplinary measures, threats or other punitive behaviours related to the whistleblowing report.
Please find attached the Guide for information on the channels, procedures and requirements for reporting concerns.
Hera Group Whistleblowing Guide (187kb - PDF)
The whistleblowing portal is open to anyone wishing to report. However, customers are advised not to use it for handling commercial issues, complaints, network failures, or requests for commercial information, as there are dedicated channels for these purposes.
Page update 11 July 2024
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Information
Internal Auditing Department
For requests for clarification regarding the Model pursuant to Legislative Decree 231/2001 and
Anti-corruption certificate pursuant to ISO 37001 for the parent company Hera S.p.A.
tel. + 39 051 287040
E-mail