CORPORATE GOVERNANCE
Corporate Governance provides coherent information concerning the framework in which KMG International performs at operational and managing levels, ensuring the transparency of all activities.
Code of Conduct
Our long-term success cannot be possible without a solid foundation built on clear principles and values like integrity, honesty, and responsibility.
By responsibility we understand accountability, transparency, ethical behaviour, respect for stakeholder interests, and respect for the rule of law, for international norms of behaviour, human rights and social involvement.
Integrity and honesty are part of our credo. We are honest with others and ourselves. We meet the highest ethical standards in all business dealings. We accept responsibility and hold ourselves accountable for our work and our actions.
Our Code of Conduct sets up the basic rules outlining our approach to the business ethics.
Code of Ethics and Business Conduct
Management
The company has a unified management system, including 5 (five) Managing Directors of which one executive (the Chief Executive Officer – CEO) and 4 Non-Executive Managing Directors.
Board members together are responsible for the company’s management and the general affairs of the company’s enterprise, including for setting and achieving the company’s objectives, strategy and policies.
The CEO is responsible, in accordance with the Articles of Association, for the everyday management of the company and its subsidiaries. According to the statutory provisions, the CEO alone is authorized to represent the company. The CEO may delegate his managing function for certain operations/ groups of operations to certain third parties.
The non-executive managing directors include also one independent director. The role of the Independent members is of paramount importance from Corporate Governance perspective, as they provide well-grounded opinions in their area of expertise in support of management decisions, offering as well an increased protection of the interests of shareholders and other stakeholders and an adequate guarantee for third parties.
The non-executive members of the Board of Directors are responsible for the general policy of the Company and for the supervision of the management position.
In support of its activity, the KMGI Board of Managing Directors set up specialized committees, playing an essential role in three areas of major importance for Corporate Governance: strategy and innovation, audit, management appointments and remuneration.The unified management system is also implemented within the Group subsidiaries.
The decisional right upon internal operations of every company is divided at different decisional levels:
- Shareholders’ General Meeting
- Board of Directors/Sole Director
- General Manager and Financial Manager
Ethics & Integrity (WHISTLEBLOWER POLICY)
KMG International and its subsidiaries pursue a corporate culture that encourages the reporting of professional misconduct and requires enforcement of ethics control mechanisms within the organization.
KMG International is committed to fostering a workplace conducive to open communication regarding the Company's business practices.
The company aims to protect anyone raising a reasonable concern / complaint against unlawful retaliation and discrimination for having properly disclosed or reported illegal or unethical conduct.
In this respect our company has developed the Whistleblower Policy which enables every single employee, supplier, client or collaborator of KMG International to raise concerns / complaints in good faith, protected by confidentiality, without fear of retaliation.
Concerns/complaints raised may refer to any transactions or events for which there is a reasonable assumption to be considered in breach of the Law, of the Internal Regulations and / or of the standards of Integrity or Ethics.
Our employees/collaborators/suppliers/clients are encouraged to use our reporting channel at any time when they observe an ethical irregularity or misconduct within the KMG International Group.
Your concerns/complaints may be raised at the following email address:
[email protected]
We assure you that all information provided will be treated with maximum confidentiality, maintaining the anonymity of the person who reported the information.
Reference about corporate governance guidelines:
- European Corporate Governance Institute ECGI
ECGI collection of corporate governance codes and principles in European countries, America, Asian and other countries in the world.
- Organization for Economic Co-Operation and Development (OECD)
The OECD Corporate Governance Principles and other information.