AREA 231
Hereby we would like to propose our services specifically in processing and formalizing a model of organisation, management and control in accordance with article 6 of Decree 231/2001.

1. Model 231 start up and management of its initial stages.
2. Support for the internal auditing of the Model 231 (or outsourcing activity) in the internal management area.
3. Organization of the Supervisory body and expert participation as external members.

Area n. 1 - Model 231 start up
Through its network of professionals the Firm developed specific competences in order to assist its clients in the processing of models of organization and management provided by the Legislative Decree 231 of June 8, 2001 (hereinafter the "Decree"), as a condition of exemption of responsibility of the companies and institutions in case of commission of criminal offences on the part of senior management of the company or their subordinates.

Methods used while dealing with Model 231 (the "Model"), besides ensuring compliance of the document with respect to the requirements of article 6 of the Decree, follow the best professional and doctrinal practices recognized both at the national and international levels (Confindustria Association guidelines and thematic publications; CoSO Report – Enterprise Risk Management).

Further standards are ensured with regard to companies or their subsidiaries in compliance with principles of corporate governance in terms of proper functioning of the internal control system.

Competences of the project team provide the presence of:

• legal experts analysing implementation;
• analysis experts of companies with particular regard to the internal auditing;
• experts in analysing and managing business processes;

The output of the offer:

Model 231 of a company: adapted to specific company needs (control types, areas of business, operational activities, organization structure, etc.);
Ethical Code: created in compliance with the values pursued by the company;
Deliverables of the internal bodies for the first adoption of the Model 231: assistance with documents necessary to be attached to the Model as well as for administrative body deliberations and internal transmission of the document;
Support in the first establishment of the Supervisory body: structuring the internal regulation, in-and-out-coming documents processing.

The typical structure of the Model (according to the recent professional approaches and case law validations):

The Model is structured in two parts:


The General Part, usually follows the approaches of the codes of conduct drafted by companies' representative associations qualified to prevent crimes selected by the Minister of Justice in concert with other relevant Ministries, in accordance with article 5 of the Decree.

In particular, the typical paragraphs of this part will be:

(1) REGULATORY FRAMEWORK: summary of the nature of responsibilities arising from the Decree in the company where it is adopted.
(2) ORGANIZATIONAL ASSET: asset of risks of committing crimes in the sphere of the management processes in the active cycle, passive cycle, storage cycle, treasury cycle and administrative-accountant cycle.
(3) RISK MANAGEMENT PROCESS: description of the methodology, responsibilities and operational mechanisms for identification, evaluation, management and monitoring of risks of committing crimes indicated by the Decree.
(4) SUPERVISORY BODY: an outline of rules on the organization, appointment, revocation, operation and flow of information relating to the Supervisory body of the company.
(5) TRAINING AND COMMUNICATION: recognition of the recipient of the Model and the method of his information/training.
(6) DISCIPLINARY SYSTEM: interpretation of penalties' system provided in labour contracts in the sphere of preventing commission of crimes provided by the Model.

The General Part of the Model as the Ethical Code is usually public and it should be widespread.The offer includes the indication of the advertisement systems useful for the disclosure of the Model and the Ethical Code.

The special part of the Model, on the other hand, is usually reserved within the company and contains the modalities of risk management processes as outlined in the General Part.

The Special Part is composed of documents that show the proper fulfilment of the Model in the course of time and across all business areas deemed "sensitive" to the commission of crimes according to the Decree.

This part is structured on the base of the main features of the company as dimension, control environment, types of sensitive processes, etc.

The Special Part of the Model will contain as well:

A. Definition and formalization of management processes of the company and relative protocols of internal control: as a precondition for the start of the risk assessment.
B. Assessment of sensitive crimes: parameters indicated by ERM (Enterprise Risk Management) with regard to impact of the risky events and their high possibility of success will be used for the purposes of the evaluation of the risks of committing crimes.
C. Map of crimes/sensitive processes.
D. Typical schemes with modalities of commission of crimes and control standards required/activated.
E. Gap analysis.

The first two phases are component parts of the first draft of the Model; the following phases will constitute additional research and development.

The above-mentioned documentation will be supported by other appropriate documents in order to understand the methodological way for identification, evaluation and monitoring of the risk of committing crimes.

Relative documents will be submitted in Excel format. In companies with bigger dimensions in order to manage the stages of identification and evaluation of risks an additional system of specific software can be set.


In this case the Special Part of the Model will be integrated with the systems of quality management of the company.

Area n. 2 - Support for the phase of internal auditing (or outsourcing activity) in the internal management of the Model 231.

If your company incorporates a team dealing with matters of internal auditing or quality management, we can provide support to the activities of monitoring and updating the functionality of the Model offering:

• assistance for the development of the above mentioned activities in companies facilities, backing up the operators in the most specific activities;
• outsourcing the internal auditing activities for the management of the Model 231;
This activity will be carried out in accordance with the international standards indicated by the Association.

Area n. 3 - Organization of the Supervisory body.

The draft offer includes, if compatible, support on the organization of the Supervisory body.
In particular: support for the first establishment of the Supervisory body; drafting its internal regulation; documental organization input and output.