Page 29 - MEDIASET ESPAÑA / 2013. Corporate Responsibility Report

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CORPORATE RESPONSIBILITY REPORT 2013
channel; presents, payment of illegal commissions, gifts
and illegal profits; and handling of breaches of the Code
of Ethics.
The Group has a procedure to be followed by any
employee, executive, director or interest group of
Mediaset Spain that might have reasonable grounds for
suspecting that practices contrary to the principles and
values of the Code of Ethics or ethical practices and
good faith in business have taken place. The notification
is made via the Internal Audit management, which will
adequately ensure the correct and complete protection
of privacy and the confidentiality of the information
disclosed and the identity of the persons involved. Said
management will act as a filter with respect to the
accuracy and credibility of each procedure, evaluating
the adequacy of its submission to the Audit and
Compliance Committee, this being the that will make
the final evaluation of the case.
Both the Code of Ethics and the Group Internal Code
of Conduct apply to conflicts of interest, which refers
to any situation of conflict, direct or indirect, between
the interests of Mediaset or the companies forming
par t of Mediaset España, on the one hand, and the
private interests of the person subject to compliance
with the Code, on the other.This issue is thus regulated
by establishing clear performance rules and criteria
intended to avoid situations that create uncer tainty
about the interests lying behind the actions of the
professionals forming par t of the Company, with the
ultimate aim of ensuring integrity in content creation
and dissemination.
In addition, the Company has implemented several
procedures to mitigate the risk of conflicts of interest;
control procedures that promote transparency and
good working practices, such as the Procedures of the
Acquisitions and Sales Committee, the Procedures for
procurements of goods and services, the Procedures for
signing contracts and the Procedures for the management
of powers of attorney.These procedures are available to
all staff on the Group’s intranet.
In addition, there are various mechanisms established
to detect and resolve potential conflicts of interest
between the company and its directors in order to
avoid behaviour that might cause harm to the Company
or its shareholders. In this respect, under the Regulations
of the Board of Directors any related-party business
transactions between the Mediaset España Group and
its Board members must be authorised by the Board.
The existence of a personal interest also extends to
cover situations where the matter affects any person
related to the director concerned (family members
for natural persons and partners or directors, among
others, in the case of legal entities). If a director is in
a conflict of interest situation, he/she must notify the
company immediately and refrain from attending and
participating in discussions concerning matters in which
he/she has a personal interest.
Mediaset Spain also has implemented a number of support
systems and procedures aimed at managing reputational
and legal risk derived from corrupt practices within
the Company. During 2013 all policies and procedures
have been reviewed in order to limit exposure to
sources of corruption and reduce the risk of any case