Unipol Gruppo S p A : 2021 Ethics Report - Unipol Group

2021

ETHICS REPORT

2021

ETHICS REPORT

2021 Ethics Report and Statement to the Board of Directors regarding, inter alia, the general consistency between the principles declared in the Code and the company management

1. Foreword

During 2021, the Ethics Committee met on 9 February, 3 August and 15 December.

At the meeting on 9 February, the 2020 Ethics Report and relative Statement to the Board of Directors were approved.

At the meetings on 3 August and 15 December, the activity of the Committee in the first-half of 2021 and at 30 November was explained.

During all the meetings the trends were analysed in terms of the overall use of EticaMente!, the online training course on the Code of Ethics for Employees, Agents and Agency Staff of the Unipol Group, made available in July 2020.

A series of awareness-raising actions on the use of the course were assessed, defined and commenced, also with the support of the Heads of the organisational units.

2. Reports and requests received

The Code of Ethics envisages that reports may be sent by anyone in writing to the Ethics Officer via ordinary post or by sending an e-mail to the address [e-mail]; such reports may concern criticisms, suggestions and alleged breaches of the Code of Ethics.

In 2021, at 31 December, 145 requests and reports were received at the email address of the Ethics Officer, as opposed to 264 in 2020 and 143 in 2019.

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The reports and requests received can be broken down as follows:

Reports or requests received	2021	2020	2019
Reports of alleged and specific breaches of the	7	7	9
Code of Ethics
Opinions requested from the Ethics Officer
(Business/Values consistency; models of	2	10	6
conduct consistency; various clarifications;
suggestions)
"Complaint" type reports (relating to
inefficiencies, delays, disputes, even with	125	216	106
presumed ethical profiles)
Contacts of various types	11	31	22
Total	145	264	143

The comparison with the details of the previous two years clearly reveals a "return to normality" for the activity of the Ethics Officer with respect to his institutional role, after the increase recorded in 2020 determined by the high number of reports sent to him, communicating to the Company operational problems of various types, irrespective of the presence of any "ethical" profiles. This phenomenon, correlated with the operational and communication difficulties arising as a result of the health emergency, now appears to have returned to ordinary levels, thanks to interventions adopted by the Company (42% reduction in "complaint" reports compared to 2020).

As can be seen from the table, in terms of reports, the activity of the position in general is aligned with that of 2019.

Significantly, there has been stability over time in the figure relating to reports specifically under the remit of the Ethics Officer (9); there were still very contained numbers of reports of possible breaches of the Code of Ethics (7, of minor importance and resolved without identifying breaches);

and, in 2 cases, the Ethics Officer was consulted for information or opinions on matters of business "ethics".

2.1 Reports relating to alleged and specific breaches of the Code of Ethics

Of the 7 reports received of alleged and specific breaches, 2 were archived without further action:

• a Sub-Agent, who contacted the Ethics Officer asking if he could report the agent's "professional misconduct"; upon receiving a positive response and being asked to specify and substantiate the circumstances, the interested party did not pursue the report;
• an Employee of a Group company, who contacted the Ethics Officer for an assessment of compliance with the Code of Ethics regarding a corporate decision to change an economic condition ad personam; after an initial contact requesting further information, the interested party decided not to pursue the request.

The other 5 reports, which were investigated and resolved without identifying any incoherence between the acts and arguments reported and the Code of Ethics, concerned:

• a Client, who reported that he had come across a social media post by a person expressing opinions strongly in contrast with the principles of the Group, expressed in the Charter of Values and in the Code of Ethics. The person in question, on his profile, mentioned (without specifying the time) the role covered as an employee of a Group company. Checks revealed that the person had not been employed by or collaborated with the Group Company for many years; it also emerged that his statements were not directly related to the Company (cited only marginally, in his profile). As there is no longer any existing relationship, the Charter and the Code are not applicable to that individual (otherwise, the procedure envisaged by the Code would have been activated, as such conduct would not be tolerated). The conclusion was communicated to the reporting person who was thanked for the sensitivity and interest shown;
• an Independent Expert (appraiser), who reported the alleged breach of the Code of Ethics in relation to him by the Company representatives for whom he provided his service, due to the communication methods of the decision to suspend the relationship of collaboration indefinitely. The alleged breach related to the fact that the decision had been notified to another Independent Expert during a meeting which the reporting person had said - at the last minute - he could not attend, together with professional assessments of his work, according to what was reported by the Independent Expert present. An investigation was opened and a report produced by the managers which revealed that, in fact, the decision to withdraw had

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