TIM Principles of Corporate Governance
TIM and its bodies conform their activities, also towards Group companies, to the principles of correct management of corporate affairs as well as to those contained in the Code of Ethics of TIM Group.
The Company complies with the January 2020 edition of the Code of Corporate Governance drawn up by the Corporate Governance Committee of Borsa Italiana.
In its meeting of August 3, 2022, the Board of Directors approved the update of the Corporate Governance Principles.
The updated Telecom Italia Principles of Corporate Governance, which depart from and / or supplement the framework of the rules applicable in relation to the tasks and functioning of the corporate bodies, whilst referring, for any other matter or issue, to principles and criteria of Borsa Italiana’s Code of Corporate Governance, are available at link below.
Guidelines for the Internal Control and Risk Management System (ICRMS)
On 27 September 2023, the Board of Directors of TIM SPA approved the Guidelines for the Internal Control and Risk Management System (ICRMS). The Guidelines are developed consistently with the principles and recommendations of the Corporate Governance Code, with the aim of
- identify the principles and responsibilities of the governance, management and monitoring of risks related to business activities;
- define the guidelines for the various players of the ICRMS, in order to ensure that the main risks relating to the Group are correctly identified, and also adequately measured, managed and monitored;
- ensure coordination and fruitful interaction among the main players of the ICRMS, also through the exchange of information flows among them.
The above-mentioned Guidelines apply to TIM S.p.A. and, in the manner reported in the document, to its direct or indirect subsidiaries.
Antitrust Code of Conduct of the TIM Group
The TIM Group's Antitrust Code of Conduct, approved by TIM's Board of Directors on 20 February 2019, forms the basis of TIM's new Antitrust Compliance programme.
Aimed at all TIM personnel (top management, executives, employees), the Antitrust Code of Conduct illustrates the contents of the legislation protecting competition in a simple and accessible way and provides a practical guide on the kinds of behaviour to adopt when faced with specific situations that could be a cause of potential antitrust violations.
The various activities defined by the programme are in line with European and national best practice and with the recent directions of the Italian Antitrust Authority (AGCM).
Inside information and insider dealing procedure
The procedure, approved by the Board of Directors on February 3, 2017 and subsequently, amended, most recently, on August 2, 2023, establishes the rules and principles to which TIM adheres in monitoring the phases prior to publication and, in turn, in the internal management of the Company’s inside information and its disclosure externally; the procedure also regulates Company activities with reference to the obligations and requirements relating to internal dealing.
Procedure for performing transactions with related parties
The Board of Directors on June 23, 2021 adopted the new version of the Procedure for managing transactions with related parties, which sets out the procedural rules to guarantee transparency and correctness of related parties transactions, pursuant to the Consob Provisions relating to transactions with related parties (as amended by resolution no. 21264 of 10 December 2020). The new version of the TIM Procedure is effective from July 1st, 2021.
New website (in Italian) regarding the procedure for performing transactions with related parties
Guidelines for the assignments to the independent auditors
Regulation of the appointment of external auditors by the Company and its subsidiaries.
TIM Engagement Policy
The Policy, approved by the Board of Directors on December 16, 2020, governs the dialogue with stakeholders and, in particular, all the shareholders. The document meets a specific recommendation of the Corporate Governance Code of Borsa Italiana.
