ITALY Law and Practice Contributed by: Alessandro Pistochini, Francesca Lazzeri, Andrea Gaudio and Guido Stampanoni Bassi, Pistochini Avvocati Studio Legale
ANAC Guidelines Following the entry into force of Decree No 24/2023, which reformed whistle-blowing legislation, the Italian National Anti-Corruption Authority (ANAC), through Resolution No 311 of 12 July 2023, approved the Guidelines on the protection of persons reporting vio - lations of Union or national law and on procedures for external reporting, outlining the new regulatory frame - work and its differences from the previous one. The Decree further provides that any processing of per - sonal data, including inter-authority communication, must comply with Regulation (EU) 2016/679 (GDPR), Legislative Decrees Nos. 196/2003 and 51/2018, while EU bodies must observe Regulation (EU) 2018/1725. Subsequently, in March 2024, ANAC issued a moni - toring report on the application of the new whistle- blowing system and, on 7 November 2024, initiated a public consultation on draft guidelines concerning internal reporting channels, aimed at strengthening procedural safeguards and protecting the confiden - tiality of whistle-blowers. All relevant documents are published on ANAC’s institutional website. Confindustria Guidelines Since 2014, Confindustria, the main representative organisation for manufacturing and service compa - nies in Italy, has developed compliance Guidelines which have been modified over the following years (last release in 2021) to adapt to regulatory updates. These Guidelines are grounded in a comprehensive analysis of business practices and are intended to outline measures that are generally suitable to address the requirements set forth by Legislative Decree 231. Convention Between Transparency International Italy and ANAC In January and in April 2024, Transparency Interna - tional Italy (the Italian branch of a non-governmental, non-profit organisation dedicated to promoting trans - parency and prevents corruption) and ANAC signed two conventions: the first aimed at supporting whistle- blowers, and the second aimed at promoting initia - tives on transparency, integrity, and the fight against corruption.
tal or conviction judgments imposing pecuniary and disqualification sanctions under Article 9. Under Articles 6 and 7, to avoid liability entities must: (i) adopt an organisational model preventing the listed crimes; (ii) appoint a Supervisory Board to oversee and update it; and (iii) prove that the offence occurred through fraudulent circumvention without omission or insufficient supervision. An effective model, pursuant to Article 6 (2), must: • identify risk-prone activities; • define decision-making protocols; • establish financial control procedures; • provide disclosure duties to the Supervisory Board; and • include a disciplinary system. Although not mandatory, adoption of the model is required in order to benefit from the exonerating cir - cumstance under the Decree. Companies must pre - vent bribery and other crimes listed in Legislative Decree No 231/2001; failure to adopt suitable models entails autonomous liability. Further essential tools recognised by the Courts include model disclosure and staff training to ensure awareness and compliance with Article 6 require - ments for effective implementation. For entities under Italian law, the model may be inte - grated with ISO 37001 (Anti-Bribery Management Systems), the first international standard to prevent, detect and address bribery through internal proce - dures and controls. For penalties upon conviction, see 5.1 Penalties on Convictions . 8.2 Compliance Guidelines and Best Practices Concerning entity liability under Legislative Decree 231/2001, it is noteworthy that the Italian legal sys - tem provides multiple guidelines and best practices to assist businesses in implementing compliance pro - grammes.
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