The Governance of Sustainability

The development of an integrated and rigorous sustainability policy is based on a robust and effective governance structure. We believe that this is the starting point for a virtuous process of creating shared valued between ERG and society.

To manage our activities and relations in light of the principles of transparency and lawfulness, we ask all of our internal and external stakeholders to fully comply with legal provisions and the procedures and codes of conduct that apply to the company.

Our Sustainabiliy Governance System Model

Entity	Role / Description
Board of Directors	Defines the Group’s principles of conduct—summarized in the Code of Ethics and the Sustainability Policy—and approves the Non-Financial Statement.
CEO	Responsible for ESG activities.
Risks and Sustainability Control Committee	Supports the Board’s assessments and decisions regarding: the Integrated Governance, Risk, and Compliance System (IGRC); approval of periodic financial reports, the Non-Financial Statement, the ESG Plan, and Group Governance matters; compliance with Legislative Decree 231/01 and anti-money laundering requirements; the Finance function and Risk Management.
Oversight Body	Responsible for: monitoring the effectiveness of the Model 231 and compliance with the Code of Ethics; verifying the adequacy of Model 231; preventing offenses referred to in Legislative Decree 231/01; managing updates to Model 231; providing training on the Code of Ethics and Model 231 topics; reviewing and evaluating reports received.
ESG Committee	Composed of the Chairperson, the Executive Vice Chairperson, the CEO, and all direct CEO reports. Responsible for: defining Group guidelines on medium- to long-term sustainability; approving the ESG Plan (to be submitted to the Risks and Sustainability Control Committee) and monitoring its execution periodically; approving the Communication Plan (external and internal) and monitoring its execution; managing the preparation and publication of the Non-Financial Statement (NFS).
Human Capital Committee	Oversees the development of our people. Evaluates and investigates any reports of possible violations of the Human Rights Policy.
ESG Function	Within the ESG, IR & Communication Department, responsible for: defining the ESG Plan and budget, and proposing updates or adjustments over time; monitoring execution of the ESG Plan and interfacing with the Working Group; overseeing the drafting of the Non-Financial Statement (NFS); communicating ESG Plan results to financial stakeholders and rating agencies.
ESG Plan Working Group	Interfaces with the ESG Function on project updates: uses the KPIs identified in the ESG Plan to monitor progress and flag anomalies or opportunities; periodically gathers information and reports progress to the ESG Team, proposing enhancements to the ESG Plan; provides support for reporting ESG Plan progress in the Non-Financial Statement (NFS).