Prevention of active and passive corruption

Relevance and related risks

Snam considers the phenomenon of corruption a serious threat for the development of economic and social relations. It recognises corruption as a relevant subject of great importance, and promotes its national and international opposition, both in relations with public officials and with private individuals.

The risk of corruption is present in various areas of business activity, also involving the relationships inherent in the supply chain. The occurrence of illicit actions in these areas could imply sanctions and possible repercussions on the performance of Snam activity, as well as serious damage to reputation.

The complete list of risks in the prevention of active and passive corruption is as follows:

• risk of possible violation of rules and regulations in relation to corruption in legal and non-compliance risks;
• risk of maintaining an adequate reputation profile for suppliers and subcontractors in legal and non-compliance risks.

The more extensive description of the risk of fraud and corruption and, more generally, of the legal and non-compliance risks is reported in Chapter Factors on uncertainty in the Report on Integrated Management.

Policies, commitments and management model

Anti-corruption Compliance Programme

Snam, in establishing and maintaining an Anti-Corruption Compliance Programme, is not limited to adopting Model 231 (aimed at preventing the predicate offences of administrative liability from company crime, including corruption offences) but, in accordance with the provisions gives guidance and international best practices, and has also implemented the following tools⁶²:

• the so-called “top level commitment”, that is, the commitment of the top management in the fight against corruption;
• the adoption of anti-corruption policy specifications;
• the establishment of an Anti-Corruption Legal Department (Ethics & Antibribery);
• anti-corruption due diligence on contractual/commercial counterparts;
• the monitoring of an external and independent advisor to verify the effective knowledge and implementation of the aforementioned procedures;
• raising staff awareness through training and information activities;
• disciplinary measures in case of violation of anti-corruption regulations

Collaboration with Transparency International and other initiatives

In October 2016, Snam and Transparency International signed an agreement to develop a partnership within the Global Corporate Supporters Forum promoted by the non-governmental organisation. By virtue of the agreement, Snam became part of the international partners of the Forum as the first Italian company. This Forum has been created with the aim of grouping companies that stand out for their integrity in business management, in compliance with the standards of good government, transparency and accountability promoted by Transparency International, in the framework of the global commitment against corruption and ethical business conduct.

The partnership formalises the principles of cooperation between Transparency International and Snam on the management of anti-corruption programmes and policies to combat fraud and irregularities, conflict of interests and whistleblowing, among other measures aimed at consolidating the highest anti-corruption standards recognised by Transparency International.

During 2017, Snam intervened in initiatives promoted by the OECD and the Ministry of Foreign Affairs, participating in the OECD’s Global Forum on Responsible Business Conduct held in Paris on 30 June, intervening as the first company in the private sector world on the panel dedicated to the comparison of approaches to due diligence in the areas of the fight against corruption and the protection of human rights. In addition, since 2017 Snam has been part, as the first Italian company in the private sector, of the Business and Industry Advisory Committee (BIAC).

Anti-corruption Compliance Programme Highlights

• Prohibition of corruption without exception, against any subject, public or private
• Specific rules and controls in relation to the activities identified as potentially “at risk” and to the activities concerning the effective implementation of anti-corruption compliance
• Clear distinction between permitted conduct and prohibited conduct
• Particular attention to relations with public officials and suppliers and business partners
• Establishment of the dedicated Ethics & Antibribery Department
• Monitoring activity involving management and training launched in 2016 for 1,442 participants and completed in 2017 for 112 people
• Preparation of the “Anti-Corruption Guide”, as an easily understandable and consultable support, with the aim of spreading and growing the anti-corruption culture among the people at Snam
• Example of “absolute excellence” from Transparency International Italia following its “Assessment on Transparency in Reporting on Anti-Corruption”
• Performed 1,810 reputational checks on counterparts (suppliers and subcontractors)

The Anti-Corruption Procedure is an integral part of a broader corporate ethics control system aimed at ensuring the compliance of Snam to national and international anti-corruption laws⁶³ and to the best standards in the fight against corruption. It is also to protect the reputation of Snam. Among other things, the Anti-Corruption Procedure dedicates special attention to the selection of suppliers and business partners, to the management of relations with them and to the related contractual clauses of protection.

The Anti-Corruption Procedure applies to Snam and its Subsidiaries and is also brought to the attention of investee companies, with the aim of promoting conduct and information flows consistent with those expressed by Snam. Furthermore, Snam uses its influence, however reasonable according to the circumstances, to ensure that the companies and entities in which Snam has a non-controlling interest and business partners meet the standards indicated in the Anti-Corruption Procedure.

The Anti-Corruption Procedure is available on the Company’s website (http://www.snam.it/export/sites/snam/repository/file/Governance/procedure/anticorruzione/snam_anticorruzione_01.pdf).

Performance Indicators

Below are the representative indicators of the results of the management of the aspects related to the prevention of corruption, with indication of the reference GRI standard. With regard to corruption issues, in 2017, with reference to the transportation business, a report was received concerning “presumed contractual relations with companies attributable to subjects investigated for corruption offences”. On the basis of the analyses carried out by the “Evaluation Team of unlawful conduct of suppliers and subcontractors”, the reported facts were not confirmed.

In 2017, the training cycle launched in 2016 was completed with the aim of reducing the concept of business ethics, legality and anti-corruption in the daily operating reality, enabling the participants to recognise potential Red Flags and manage them. The training on these issues has in fact a cyclical trend that follows the evolution of the regulations applicable to the Company and the related update of the internal regulatory system.