Covid-19 emergency and “231 risks”: the role of the Supervisory Board
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In this period of Covid-19 epidemiological emergency, companies provided of organizational models pursuant to Legislative Decree 231/2001 should focus on two specific types of risks closely related to the pandemic: the sanitary risk and the risk of criminal acts. Such risks may involve the criminal liability of the legal entities. This is the topic addressed by the National Council of Chartered Accountants with a paper published on 27th April 2020, which provides important instructions to the members of Supervisory Boards.
In this context, the Supervisory Board is responsible for monitoring the adequacy and compliance of the organisational model, verifying the compliance with the methods and procedures established and identifying any deviations in conduct emerging from the analysis of the information flows and from the reports prepared by the management.
A systematic reporting system is required for risk areas/events, whose identification and analysis generates the red flags that can trigger checks or investigations regarding any abnormal situations.
The paper provides a check list of the supervisory activities that can be recommended according to risks identified. It is worth noting that, as the Supervisory Board does not have powers of intervention, it cannot be hold responsible if the company fails to take the suggested measures.
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