TRANSLATION FROM ITALIAN INTO ENGLISH

CODE OF ETHICS of the RCS Group

Approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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Table of Contents 1. Introduction

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2. Purposes and Addressees

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2.1. Purposes

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2.2. Scope of Reference

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2.3. Addressees

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3. Guiding Values

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4. Principles of Conduct

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4.1. Compliance with laws and regulations

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4.2. Honesty, fairness, clarity and transparency

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4.3. Protection of human rights and children

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4.4. Health and Safety

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4.5. Protection of Individuals

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4.6. Conditions for an Informed Participation of all Shareholders

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4.7. Clarity and Transparency of Corporate Communications and Information

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4.8. Privacy and Information Protection

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4.9. Protection of Intellectual and Industrial Property

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4.10. Fair Competition

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4.11. Dialogue and Cooperation

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4.12. Environmental Protection

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4.13. Responsible Use of Corporate Assets

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5. Implementation and Control Procedures

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5.1. Communication and Dissemination of the Code of Ethics

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5.2. The Violation of the Code of Ethics

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5.3. The Supervision of the Code of Ethics

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5.4. Reports of Behaviour Not in Line with the Code of Ethics

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6. Entry into Force

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Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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Code of Ethics 1. Introduction The primary objectives of the RCS Group have always been the production and dissemination of culture, information, services and entertainment, in obedience to the principles of freedom, fairness and pluralism, including through technological development and innovation of all communication platforms. The RCS Group, accordingly, intends to continue to be a point of reference and meeting place for civil society at the international level, as well as the most authoritative, innovative and relevant source of inspiration and cultural enrichment for every reader and citizen. The industrial and financial strategies and the resulting operational conducts aim at making the RCS Group increasingly solid and able to preserve its independence in a sustainable way. The RCS Group believes that the adoption of ethical rules in conducting business and the consequent reputation resulting therefrom are a prerequisite and a competitive advantage for successfully pursuing its goals.

2. Purposes and Addressees 2.1. Purposes The Code of Ethics of the RCS Group aims at defining and communicating to the Addressees values and principles of conduct, which they must comply with in carrying out the business activities and in the relationships with those with whom the Group has relations (stakeholders). This document is also an essential aid in order to prevent offenses referred to the Italian Legislative Decree No. 231/2001. By their nature, the provisions of the Code of Ethics cannot deal with every behaviour or situation, but enshrine values and present general standards of conduct, whose observance and implementation is entrusted to the sense of responsibility and to the ability to interpret of the Addressees, as referred to in paragraph 2.3. Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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2.2. Scope of Reference The Code of Ethics applies to the entire RCS Group, meaning the parent company RCS MediaGroup SpA with all its directorates and directly or indirectly controlled companies. 2.3. Addressees Within the scope of reference referred to hereabove, the Addressees of the Code of Ethics of the RCS Group are: members of the management board, employees and collaborators, agents, regular suppliers and more generally all those who work in various capacities with RCS. Addressees are, in any case, required to comply with the rules of professional ethics (in particular in journalism), even where only applicable by analogy.

3. Guiding Values The following values, which inspire the decisions and actions of the RCS Group, are the foundations of the Code of Ethics. Integrity Acting responsibly, correctly and independently, communicating clearly and transparently with all stakeholders (transparency), acting with awareness of responsibility towards the social community (responsibility), taking decisions and making choices with independence of thought and mind (independence), in obedience to the professional ethics and avoiding any conflict of interests (ethics). Vision Looking outwards and moving forward, anticipating changes and trends of the company in order to continue to be the market leaders (anticipation), dealing constantly with others, to be competitive and to take every opportunity (open discussion), being curious to everything that is around and that can be a stimulus for work (curiosity), considering the company as a whole and going beyond the boundaries between its different articulations (overview). Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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Central Role of the Reader / Customer Building with the reader / customer relationships that last over time, trying to create for him/her a unique and distinctive experience (uniqueness), involving them directly in the creation and use of our products and services (involvement), by consistently devoting attention and interest to evolution of his/her needs (attention), by evaluating everything we do according to his/her satisfaction (satisfaction). Openness to Change Being strict with oneself and exploring new territories, by constantly exploring and experimenting with new solutions (exploration), working in team and valuing the contribution of diversity (team-work), by bringing into question without prejudices every action taken (critical approach), addressing the novelty and positively accepting discontinuity (discontinuity). Passion Experiencing professional commitment with enthusiasm and pride, being tenacious without giving up (tenacity), being proud of the company and the company's history (pride), loving one’s job and facing it with enthusiasm and involvement (enthusiasm), being an example to all for commitment and professional excellence (commitment). Courage Setting challenging targets even if risking mistakes, placing high levels of challenge (ambition), being quick in action (speed), taking the initiative and responsibly addressing the risks (initiative), being determined in pursuing one’s goals (determination).

4. Principles of Conduct The RCS Group considers it essential, in relationships with all stakeholders, to adhere to the values described above, through the observance of the following standards of conduct. 4.1. Compliance with laws and regulations In pursuing the objectives of the Group in the different operational contexts, the addressees of the Code of Ethics are required to comply Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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with the laws and regulations in force in the countries in which it operates, and with all the principles of this Code of Ethics and with any other principle of conduct of the RCS Group, avoiding any unlawful or improper behaviour. The Addressees are therefore required to acquire knowledge of the regulatory elements to be respected and to ensure the verifiability of the elements and criteria used to support operational decisions. 4.2. Honesty, fairness, clarity and transparency Behaviours towards stakeholders must be based on honesty, fairness, clarity and transparency, beyond the strict observance of the laws and regulations. Without prejudice, of course, to the obligation to comply with all laws that provided for, in relation to specific subjects and topics, the compliance with and the protection of discretion and confidentiality, such as privacy policies, price-sensitive information, professional secrecy. Any situation or activity that may lead to conflicts of interest or to conditionings unrelated to the Group's interest must be avoided. The existence of any conflicts of interest, even potential, must be communicated to the line manager and managed in accordance with the Group’s procedures. The report is also required for the doubtful cases. The rejection of corruption in the management of one’s business, in whatever form it implements, is the basis of the choices that lead the RCS Group’s activities. The conduct of those who corrupts or attempts to corrupt any person even if in the sole interest or for the benefit of the Group is therefore strongly condemned. In particular, in dealing with suppliers of goods or services and those with customers, it is forbidden to promise, offer or accept gifts or benefits that could be construed as exceeding normal commercial practice or courtesy, or are aimed at obtaining favourable treatment in the conduct of any business. The selection of suppliers of goods / services or consultants must be Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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made on the basis of an overall assessment that takes into account not only the ability to properly fulfil the obligations and the quality / price ratio, but also the level of reliability of the subject. The latter must be assessed objectively on the basis of indicators such as, financial soundness, compliance with laws and regulations, ability to ensure the safety of processed data, etc. … Trade relations with customers must be based on criteria of honesty, transparency and fairness. The Group requires the addressees to work only with partners who are committed to act according to these principles towards all stakeholders and that comply with the regulatory system in force in the countries where they operate. As part of business communication, the Group adopts the principles of the Code of Conduct, ensuring compliance with the principles of honesty, truth and honesty in communications with consumers. With political parties, with trade unions and associations operating in the political world in general, Addressees must maintain fair relations free from discrimination and conditioning. All operations and transactions must be correctly recorded, authorized, verifiable, legitimate, consistent and appropriate, to ensure compliance with the principle of integrity and transparency of the Group's conduct. With regard to financial and accounting information, the Group pays special attention to that they are meeting the requirements of truthfulness, accuracy and completeness. 4.3. Protection of human rights and children In line with the provisions of the charter of duties of journalists and of the code of conduct relating to processing of personal data in journalism, Addressees, in disseminating news and information to the public, must act in accordance with human rights and ensure the necessary protection of minors. 4.4. Health and Safety Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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The RCS Group attaches great importance to safeguarding the health and safety of workers and therefore operates by ensuring a safe working and healthy environment as well as fit to perform the activities, in full compliance with the relevant regulations. In addition, the Group is committed to spreading among its employees and collaborators the culture of safety, believing that a greater awareness of risks and, therefore, a better management of such risks by its employees and collaborators is a qualifying element of a healthy conduct of the activities and aids to prevent the onset of problems as well as to ensure the continuous improvement of working conditions. 4.5. Protection of Individuals The Group promotes the conditions, which allow to the people who work in it and for it, they can make the most of their skills and personality. The RCS Group’s employees and collaborators are called to work in a spirit of collaboration, providing a contribution of skills they possess. Working activities must be conducted, in compliance with privacy of others, according to loyalty and mutual respect. The RCS Group intends to guarantee to all its employees and collaborators respect for the dignity of the human person and to ensure working conditions that do not involve exploitation or danger. Discriminatory attitudes on the grounds of race, religious beliefs, political opinions, nationality, gender, sexual orientation, health status or any other reason, which is not justified on the basis of an objective and reasonable criterion are condemned and opposed. In choices regarding selection, evaluation and development of its employees and collaborators, the RCS Group is led solely by the consideration of the professional and personal qualities of the individual. 4.6. Conditions for an Informed Participation of all Shareholders Relations with shareholders must be focused on creating such conditions so that their their participation in social activities may occur with the necessary awareness. 4.7. Clarity and Transparency of Corporate Communications and Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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Information The communication with the media is a key element in the process of information transfer and, accordingly, in forming in the public a correct image of the Group. Any information released outside the Group, in addition to being conveyed only by expressly authorized persons, must be based on principles of truth, fairness, transparency and prudence, in addition to being in compliance with the rules on corporate disclosure. The relevant information must be communicated in a timely manner and kept confidential until the time of disclosure to the market. 4.8. Privacy and Information Protection In view of the specific activity performed, the Group pays special attention to the protection of personal data and protection of information. Addressees of the Code protect the information acquired or processed during the performance of their duties in accordance with, in addition to the applicable laws and regulations, the related internal procedures. Each addressee must keep information obtained strictly confidential, especially if the information could potentially cause harm to the Group’s property or image if disclosed. 4.9. Protection of Intellectual and Industrial Property The RCS Group, working in the publishing and new media sector, recognizes a paramount importance to intellectual or industrial property, in all the forms in which it is expressed, whether copyrights, trademarks, patents or other intangible assets, and requires compliance with the relevant legal provisions. In particular: • the intellectual property protected by copyright, whether owned by the Group or third parties, may not be reproduced without the necessary permits; • it is forbidden to Addressees to use or alter, in any form and/ or form, and for any purpose, assets or objects protected by an industrial property right, without the consent of the holders of the right and/ or of those who have a legitimate availability thereof. Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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4.10. Fair Competition The RCS Group firmly believes in competition and free market and conducts its business in compliance with the requirements of the national and Community legislation concerning antitrust. The exercise of fair competition is, in fact, a prerequisite for the development and growth of the Group in the markets of reference, as well as a constant stimulus to improving the quality of its products. In pursuing this belief, the RCS Group deals with its competitors in a serious and loyal manner, without any behaviour that may affect the competitive relationship between the various market participants. 4.11. Dialogue and Cooperation The RCS Group believes that dialogue with local communities may facilitate a correct development of its business. In particular, the relationship with associations conducting activities with a social purpose, must be based on cooperation in accordance with their mutual interests and the prevention of potential conflicts. The RCS Group supports, including through sponsorship, cultural and social initiatives in line with its values and mission. The RCS Group is in fact deeply involved on issues of Corporate Social Responsibility through the implementation of many sustainability projects in the countries in which it operates. These initiatives, designed to give visibility and raise public awareness, are primarily made by Fondazione Corriere della Sera, Fondazione Candido Cannavò per lo Sport, newspapers and also by editorial, marketing and communication teams of the Group. These projects, reported on the company website, in the Sustainability section, are targeted, inter alia, at children and young people, education and training, and at the female public and gender equality, civil rights, and at disabled persons young entrepreneurs and digital development, as well as at culture and sport as extraordinary instruments of impact on the development of civil society. 4.12. Environmental Protection Protecting the environment is essential to the RCS Group, which directs its activities to respect the balance between economic initiatives and environmental needs and takes into account the rights of future Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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generations. The attention to environmental issues has grown over the years, mainly through: • The use of innovative technologies to make better use of energy and natural resources; • The focus and spur to the culture of eco-sustainability, including activities for internal communication; • The promotion of procurement policies and consistent environmental issues. The RCS Group’s commitment to reducing the environmental impact of its activities is constantly monitored through the analysis of specific environmental performance indicators, available in the Annual Report. 4.13. Responsible Use of Corporate Assets All employees have a duty to respect and protect the assets owned by the Group entrusted to them and to make a responsible use in the interest of the Group.

5. Implementation and Control Procedures The RCS Group is committed to promoting awareness of the Code of Ethics by its Addressees, to incorporating their input in updating its contents and to providing tools suitable to ensure full and effective implementation of the Code. 5.1. Communication and Dissemination of the Code of Ethics The RCS Group considers it essential to properly communicate and disseminate the values and principles contained in the Code of Ethics among all stakeholders with which it interacts in carrying out its business. To this end, the Code of Ethics is published on the website of the Group (www.rcsmediagroup.it), in addition to being present within the Intranet. It is also mentioned in the contracts with suppliers and explicitly accepted by employees when they are hired. Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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5.2. The Violation of the Code of Ethics The violation of the principles of conduct described above, as well as of the legislation, regulations and procedures referred to therein, is an improper conduct liable to disciplinary action and a breach of the obligations arising from the contract. The infringer shall be liable, in addition to the responsibilities and penalties that may derive from the law as a result of the conduct, to the penalties listed below, without prejudice to the possibility for the subject of the RCS Group, whose interest is adversely affected by the breach, to take action for the compensation for any damage suffered: a) if the violation is committed by an employee of one of the companies in the RCS Group, it involves the possible application of disciplinary sanctions provided for by law and by the contractual provisions, also collective, applicable, taking into account the fact that, in accordance with art. 2104 of the Italian Civil Code, the fulfilment of the obligations referred to in this Code are an integral part of the obligations inherent in the employment relationship. All sanctions are applied in accordance with Art. 7 of the Italian Law No. 300/70 (the so-called "Workers' Statute") or the laws of the States in which the Company operates; b) if the violation is committed by a member of the governing bodies of the Group’s companies, this including the Secretary of the Board of Directors, the shareholders will be informed accordingly at the next general meeting or, in the case of the Secretary, to the Board, at the first meeting, in order to assess the possibility of dismissal from the office concerned for cause, c) if the violation is committed by a person bound to the RCS Group by a relationship of a nature other than that indicated above, the Group’s company concerned is entitled to terminate this relationship or otherwise to withdraw without being required to pay any compensation or damages, even without prior notice, through the decision made by a duly authorized person. In determining the penalty, the specific circumstances of the case and Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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the possible reiteration of the violation are taken into account. In incorrect interpretation of the principles and rules established by the Code of Ethics may constitute an exemption only in cases of behaviour in good faith in which the obligations arising from the Code of Ethics should exceed the limits of the level of knowledge required of a conscientious person. The RCS Group sees to the implementation of the procedures, regulations, notices and instructions that are appropriate for the correct application of the sanctions. 5.3. The Supervision of the Code of Ethics The task of ensuring compliance with the rules of this Code of Ethics is entrusted to the Supervisory Board of RCS MediaGroup. 5.4. Reports of Behaviour Not in Line with the Code of Ethics The alleged violations of the principles and rules of behaviour established by this Code of Ethics must be reported to the mailbox: [email protected]. The Body acts in such a way as to protect reporting parties against any form of retaliation, discrimination or penalty, also ensuring the confidentiality of the identity of such parties, without prejudice to the requirements of law and the protection of the rights of the Company or of persons wrongly accused and / or in bad faith.

6. Entry into Force The provisions of this Code of Ethics shall take effect from the date of approval by the Board of Directors of the Group’s company to which it is applied.

Code of Ethics of the RCS Group - approved by the RCS MediaGroup S.p.A. Board of Directors at the meeting of 31st July 2014.

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