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Governance and Compliance

Code of Ethics

NMS Group deems it of the upmost importance to clearly fix values and principles inspiring operations of affiliated companies so that any company activities are performed in compliance with applicable rules, in a context of honesty, integrity, correctness and good faith and in conformity with fair expectations of stakeholders, i.e. employees, suppliers, customers, commercial and financial partners.

The Code of Ethics (hereinafter “Code”) is applicable both to NMS Group as holding company and to its direct and indirect affiliated companies, namely:

Nerviano Medical Sciences S.r.l. - Accelera S.r.l. - Clioss S.r.l. - NerPharMa S.r.l. - UP S.r.l. - Simis S.r.l.

Pursuant to general ethical principles as described above, the Code rules:

  • rules of conduct towards employees and associates
  • administrative and financial management
  • company’s information
  • rules of conduct with institutional counterparties
  • rules of conduct in relation to suppliers
  • relations with political and trades union organizations
  • rules of conduct with customers.

Directors, statutory auditors, management, employees and, more generally, everyone working for NMS Group - each one within the scope of their own functions and responsibilities - are required to comply with and cause others to comply with the principles of this Code, as an essential factor for reliability and reputation of NMS Group. In no way can the belief of acting to the advantage of NMS Group justify behaving in a way which is against these principles.

The Code also inspires the Organization, Management & Control Model adopted by each Group’s company pursuant to Legislative Decree 231/01.

Organisation, Management & Control Model pursuant to Legislative Decree 231/01

On June 28, 2016, the board of NMS Group approved a new release of the Organization, Management & Control Model, pursuant to Legislative Decree 231/01 ("Model"), bearing new contents and settings. The Model includes a Basic Chapter shared among all companies belonging to the Group as well as a Special Chapter for each company designed to prevent crimes set forth in the Legislative Decree 231/01 for that specific Company and in its own processes.

After having identified potential offence cases and related sensitive activities the Model identifies those corporate processes suitable to prevent the risk of criminal offence for each activity or process based upon organizational and control principles foreseen in the Model. Such principles, as mentioned, to be compulsory both for organization and individuals, each one in its own activity.

The Compliance Supervisory Board (“Italian: Organismo di Vigilanza - OdV”), established pursuant to Legislative Decree 231/01 is fully entitled to initiate and perform investigations, audits and checks in relation to compliance of the company organization with mentioned Model and effectiveness of the same in order to prevent crimes which might lead to Company’s responsibility.

OdV monitors Model’s implementation, effectiveness and adequacy and is also entitled to work out and submit to the Company Board of Directors updates and amendments to the Model.

For details about Compliance Supervisory Board (Organismo di Vigilanza - OdV) members click here.

In case you wish to report a violation or suspected violation of the Model, you can use the Report to Compliance Supervisory Board form.