Assogestioni

Although in its response to question 2 it concedes that a legal framework is needed, it does not support pursuing this legal framework at this moment.

In its response to question 2, the entity states that: ‘While the development of a common analytical framework and reporting standard is important, we believe that a gradual approach is essential. At this stage, it is important to allow the effect of the implementation of the current regulatory framework to develop and to support and encourage the creation of industry principle-based standards/frameworks from market participants, and then evaluate the introduction of any mandatory requirements’. It then refers to SRD II, SFDR, Taxonony, etc. It also expresses concerns on some aspects of the new legal framework: ‘Lastly, there are doubts on the key aspects of a possible new legal framework, in particular on the extent of the due diligence obligation and on the adequate level of directors’ accountability, as well as on possible negative and undesired impacts’.

The entity advocates for excluding SMEs with some exceptions and for an horizontal approach to due diligence duty (applicable across all sectors).

In response to question 16 on how due diligence burden could be reduced for smaller companies, it responds that SMEs should be excluded with some exceptions (such as more risky sectors) and these should be subject to lighter requirements. It also states: 'The exclusion may take into account the scope of NFRD and so draw a distinction between SMEs listed and not listed on regulated markets or multilateral trading facilities. Should listed SMEs be included, lighter requirements would ensure a more proportional approach and not create a (additional) barrier to listing'. In relation to due diligence approach, question 15, it opts for a horizontal approach, applicable across all sectors.

The entity advocates for supervision by national authorities based on complaints (and/or reporting) about non-compliance with setting up and implementing due diligence measures, etc. with effective sanctions (such as fines). This should include a coordinating mechanism.

The entity advocates for supervision by national authorities based on complaints (and/or reporting) about non-compliance with setting up and implementing due diligence measures, etc. with effective sanctions (such as fines). In its response to question 19a it also adds: 'We believe that, at this stage, supervision by competent national authorities according to the mechanism described would be preferable as it seems to guarantee more flexibility and less intrusiveness. In our perspective, the possibility of adopting new measures would be better evaluated in future after a proper assessment on the efficacy of such supervision mechanism and a thorough impact analysis. However, in order to guarantee a uniform implementation of the regulation, a coordinating mechanism should be put in place'.

Although the entity agrees 'to some extent' to the question of whether corporate directors should be required by law to establish procedures to ensure that adverse impacts on stakeholders should be identified, prevented and addressed; its response don't endorse a legal duty for directors, and shifts the scope to shareholders and not stakeholders. In relation to stakeholder risk management, it considers a legal requirement to be an option in the future.

Despite it indicating that it agrees 'to some extent' with question 7, the entity states the following: 'Some key obligation identified by the law would help establishing a level playing field and discourage unfair competition. However, at this stage, we believe that focus should be put on adequate procedures to identify, prevent and address possible risks and adverse impacts on shareholders. Requiring companies to set up measurable (science-based) targets in fact would presume a degree of transparency, standards of disclosure and provision of accurate and consistent data which we believe would be challenging to satisfy in the short term and should so be postponed.As a first step, we would support initiatives encouraging the development of industry standards from market participants with a view to assess in future their impacts and evaluate carefully the opportunity of adopting further measures'. In addition, in response to question 6 on legal requirement for directors to manage risks in relation to stakeholders, although it is in principle in favour, it also states that there is other legislation in place: 'we recommend to assess the overall governance framework, composed by legal provisions, case law and corporate governance codes, and to consider the possibility to proceed by developing best practices and recommendations instead of introducing a new legislative initiative'.

Although the entity does not respond to the question regarding the grievance mechanism, it is not in favour of a mandatory requirement for establishing mechanisms for stakeholder consultation.

The entity did not respond to question 20c on whether grievance mechanisms as part of due diligence should be promoted at the EU level. Although it agrees 'to some extent' to question 20a on directors' duty to establish mechanisms for engaging with stakeholders as part of due diligence duty, it states that 'we would not support the introduction of a mandatory requirement, but rather foster a self-regulation approach ...'.

The Company doesn't consider this a suitable option as enforcement mechanism.

Question 19a asks about enforcement mechanisms through a multiple-choice format, one of which is: 'judicial enforcement with liability and compensation in case of harm caused by not fulfilling the due diligence obligations'. The company did not select this as one of its preferred measures.

It is not clear from the entity's response whether it agrees with the definition and whether this should be a requirement.

In response to question 14, regarding agreeing or disagreeing with due diligence duty definition, the entity states: 'We would agree with the definition of a requirement for companies to establish and implement adequate risk processes (in terms of mapping, oversight and management) to take into account, material issues related to human rights (including labor rights and working conditions) as well as health and environmental impacts, including those related to climate change. Such processes are in fact essential for identifying material issues that can hinder sustainable value creation. The proposed definition seems proportionate and consistent with the established understanding in accordance with international principles (e.g. OECD guidelines for multinational enterprises). However, as the application of such international standards is not mandatory, a proper balance should be sought between the promotion of responsible business conduct and the actual responsibility of companies'.

The entity 'strongly' agrees with directors being required by law to identify stakeholders and their interests. However, it considers that for now there should only be an assessment of current frameworks, instead of introducing a new legislative initiative.

Although the entity claims that it strongly agrees with question 6, directors being legally required to identify stakeholders and their interests, it states the following: '‘We believe that identifying company stakeholders (including their interests) and manage the related risks is relevant for taking effectively into account stakeholders’ interests with a view to the long-term success of the company. As per what already included within our answer to Question 5 above, it is however crucial to point out that only shareholders (as providers of equity capital which directly bear enterprise risk) are in the best position to participate actively in the corporate decisions, exercising their rights and voice by means of voting in the AGMs as well as of on-going constructive engagement. In addition, it is important to emphasise that corporate directors’ duty of care should mainly focus on identifying the stakeholders (and the associated risks) who are most significant for that company, i.e. bearing in mind a materialiy approach – hence the legal obligation should only extend to the management of the risks for the company in relation to stakeholders and their interests’. It then refers to the Italian context and corporate governance codes: ‘we recommend to assess the overall governance framework, composed by legal provisions, case law and corporate governance codes, and to consider the possibility to proceed by developing best practices and recommendations instead of introducing a new legislative initiative’.

Although the entity agrees to some extent to the question of whether there should be a legal requirement for directors to establish mechanisms for engaging with stakeholders in relation to due diligence duty, it states that it wouldn't support the introduction of a mandatory requirement.

The entity agrees to 'some extent' with directors being required to establish mechanisms for engaging with stakeholders as part of due diligence duty (question 20a). However, it is against making it mandatory: 'Such requirements, nevertheless, should be beneficial and aligned with (and not detrimental to) company’s and all shareholder interests as well as based on materiality. As already expressed within our answers before, at the stage, we would not support the introduction of a mandatory requirement, but rather foster a self-regulation approach (which would be aligned also with SRD II) with a view to better evaluate the opportunity of adopting further measures in future after a proper assessment and a thorough impact analysis'.

The entity 'strongly' agrees with directors being required by law to manage the risks for the company in relation to stakeholders and their interests. However, it considers that for now there should be an assessment of current frameworks instead of introducing a new legislative initiative.

Although the entity claims that strongly agrees with the question 6 of directors being legally required to manage the risks in relation to stakeholders and their interests, it states the following: '‘We believe that identifying company stakeholders (including their interests) and manage the related risks is relevant for taking effectively into account stakeholders’ interests with a view to the long-term success of the company. As per what already included within our answer to Question 5 above, it is however crucial to point out that only shareholders (as providers of equity capital which directly bear enterprise risk) are in the best position to participate actively in the corporate decisions, exercising their rights and voice by means of voting in the AGMs as well as of on-going constructive engagement. In addition, it is important to emphasise that corporate directors’ duty of care should mainly focus on identifying the stakeholders (and the associated risks) who are most significant for that company, i.e. bearing in mind a materiality approach – hence the legal obligation should only extend to the management of the risks for the company in relation to stakeholders and their interests’. It then refers to the Italian context and corporate governance codes, to finally indicate that: ‘we recommend to assess the overall governance framework, composed by legal provisions, case law and corporate governance codes, and to consider the possibility to proceed by developing best practices and recommendations instead of introducing a new legislative initiative’.