ETCO Code of Ethics and Conduct

Chapter I - ETCO's General Principles and Mission

Article 1 - Based on the fundamental principles of equal opportunities, freedom of initiative, ethical integrity, transparency, economic and social responsibility, sustainability and strengthening of citizenship and Brazilian institutions, ETCO's mission is to promote competitive ethics and the search for fiscal equity, all with a view to fostering a fair, loyal and attractive business environment for investments, innovation and improved productivity and social well-being.

Chapter II - Scope and Objectives of the Code of Integrity and Conduct Rules

Art. 2 - The present Code affects the behavior of ETCO associates, acting on behalf of the Institute, its employees and collaborators in its internal and external activities, as well as any individuals or companies invested with authorization to represent or pronounce themselves in ETCO name, regardless of position or function.

Art. 3 - Through this Code of Integrity and Conduct, the objective is to:

I - Realize and maintain standards of conduct chosen as fundamental and received, since its foundation, by ETCO associates as a way of giving effectiveness to ETCO's principles and mission.

II - Avoid situations that may give rise to conflicts of interest and / or transparency gaps in the conduct of activities carried out by ETCO or on its behalf, internally and externally.

III - Preserve ETCO's image and reputation, as well as that of its associates, employees and collaborators, who must receive ETCO's principles and mission in their daily activities.

Single paragraph. This Code does not replace or overlap with the respective codes of ethics, compliance rules and / or any other behavioral guidelines of the same nature already existing and applicable to each of the ETCO members as companies and entities, legally and economically autonomous, that already accept ETCO's principles and mission in their daily behavior.

Chapter III - Rules of Conduct

Section I - General Behavior

Art. 4 - The essential duties of all ETCO associates, representatives and employees are:

I - Behave with courtesy, urbanity, attention and promptness in dealing with people.

II - Do not discriminate, in their activities, any person or group due to their race, color, gender, age, religion, political or ideological position, nationality or marital status.

III - Always act with diligence, probity, transparency and a spirit of cooperation, showing commitment to the general principles, mission and concrete projects of ETCO.

IV - Not to incur, sporadically or habitually, in unethical practices related, but not limited, to unfair competition, tax evasion, counterfeiting and smuggling.

V - Read, understand, comply with and enforce the provisions of this Code, becoming a multiplier of its rules.

VI - Respect for the Laws and, in particular, Law 12.529 / 2011 (Competition Law) and Law 12.846 / 2013 (Anti-Corruption Law).

Section II - Conflict of Interest

Art. 5 - Conflicts of interest are constituted when private interests - whether personal, corporate, partisan or ideological - of ETCO directors, employees, associates or representatives are incompatible with ETCO's general principles and mission, as well as with duties essential requirements set out in this Code of Integrity and Conduct.

Single paragraph. Whenever an ETCO employee, associate or representative is faced with a situation of potential conflict of interest, he / she must formally report the case to the Integrity and Conduct Committee, which will evaluate and guide the solution to be taken in each specific case.

Art. 6 - The following conducts, in addition to others that, according to their specific context, may violate the general principles and mission of ETCO, as well as the essential duties provided for in this Code, imply conflict of interest and are prohibited:

I - Plead, request, provoke, suggest or receive any kind of bonus or advantage of any kind that could compromise the independence of ETCO or its judgment in relation to third parties, notably in contracting services and issuing opinions on topics related to the principles and ETCO's mission. Benefits or benefits that exceed reasonable limits, that are not only symbolic or that may be seen as inadequate in a specific case, are considered as unduly received benefits or advantages.

II - Use services contracted by ETCO for personal purposes.

III - Use ETCO to support or sponsor an event that is not in line with its general principles and mission. In the case of support or sponsorship from third parties, ETCO's participation as a financier can only occur when there is a clear, effective and transparent participation by an ETCO representative. Since the support or sponsorship is in line with the general principles and mission of ETCO, as provided for in the initial part of this item, and the impossibility of effective participation by an ETCO representative, at the discretion of the Executive President or the Chairman of the Board of Directors, representativeness of the entity may be delegated to any associate.

IV - Take on behalf of ETCO political party actions.

V - Inciting or colluding in violation of this Code.

Art. 7 - All omitted or doubtful cases must be previously submitted to consultation with the Integrity and Conduct Committee, which should guide and instruct the best way of acting in order to avoid conflict of interests.

Section III - Relations with Public Authorities

Art. 8 - The contact with the public power on behalf of ETCO is not allowed, unless such contact is made by the Executive President, by the President of the Board of Directors, by the President of the Advisory Board or by the Executive Director.

Sole Paragraph - Contact with public authorities on behalf of ETCO by persons other than those expressly indicated in the caput of this article may be made only when expressly authorized by the Executive Chairman or the Chairman of the Board of Directors.

Article 9 - It is forbidden to offer, directly or indirectly, any type of contribution, donation, favors or gifts to government entities on behalf of ETCO, including political parties or candidates, in order to influence the individual and / or partial decision obtain an unfair or undue advantage for ETCO, for ETCO members or any of the individuals who directly relate to ETCO (employees, permanent collaborators, etc.).

Single paragraph. The offering of gifts and entertainment on behalf of ETCO to a member of the Government may be made provided that:

    • corresponds to a clearly non-significant value.
    • be carried out in the context of some activity and / or event linked to the principles and mission of ETCO, without any connotation of favoritism and / or exchange ratio.
    • do not represent a collision with the ethical standards and laws applicable to public service.

Section IV - Competitive Issues

Art. 10 - In the course of ETCO's activities it is forbidden to hold any event, meeting, meeting or exchange of information between Associates, notably from the same economic segment, which may, in some way, represent their engagement, directly or indirectly. indirect, in uniform commercial conduct tending to the adoption of unfair practices and / or breaches of the economic order.

Single paragraph. Non-exhaustive examples of topics prohibited in contacts between ETCO Associates from the same sector of the economy:

Exchange of information on industrial and business secrets, commercial know-how, cost of production, profit margin, list of customers, as well as any and all information that represents or may represent a competitive differential in the sector of the economy in which they operate.

Set prices and conditions for the sale of goods or the provision of services.

Combine prices in advance or adjust advantages in public or administrative competition.

Obtain or influence the adoption of uniform or concerted commercial conduct among competitors, implying the division of markets and limiting access to new companies to the markets.

Art. 11º - Eventual meetings called by ETCO involving associates belonging to the same sector of the economy must always be accompanied by prior call, establishment of agenda and drawing up of minutes, in addition to having the respective record of all matters discussed at the meeting.

Sole paragraph - An isolated meeting between two or more members of the same economic sector within the ETCO facilities is not permitted to address any issues that are not specifically pertinent to ETCO.

Section V - Specific Obligations for ETCO Employees

Art. 12 - ETCO employees are prohibited from offering gifts or any other benefit of significant value to suppliers and partners, or receiving them from them.

Sole Paragraph - In the event of receiving any gift or benefit of significant value from a supplier or partner, the ETCO employee must immediately report the incident to the Integrity and Conduct Committee, which will determine the measures to be taken.

Art. 13 - ETCO employees are prohibited from providing privileged information and / or providing differentiated opportunities to anyone and especially the supplier or partner.

Art. 14 - Any expenses with ETCO suppliers, partners or associates, such as, for example, meals, transportation, accommodation or entertainment, can only be carried out in the case of events promoted and / or supported by ETCO, for which the costs already provided or approved, or in the exercise of their activity of representation.

Art. 15 - Any and all expenses, contributions and / or donations made or received by ETCO or in its name must be recorded in detail and submitted to the knowledge of those responsible for setting its budget.

Art. 16 - Any formal engagement of a party nature on the part of the Executive Chairman, the Chairman of the Board of Directors and the Executive Directors of ETCO must be previously communicated to the Integrity and Conduct Committee.

Chapter IV - Integrity and Conduct Committee

Art. 17th - The ETCO Integrity and Conduct Committee is created, charged with guiding, advising and deciding, by provocation or autonomously, on any issues related to this Code, being formed by 3 (three) members appointed by the Board of Directors.

1º The composition of the Committee will be filled out by nominations from one or more ETCO members, through a consensual process, unanimously, renewed every 3 (three) years.

2nd The Committee will meet quarterly in a calendar to be fixed until January 20th of each year and the agenda to be discussed in each meeting will be circulated to the members of the Committee, preferably, five (5) days before each meeting.

3rd Extraordinary Committee meetings may be called by any of its members whenever there is an urgent matter to be addressed. In this case, the agenda for the extraordinary meeting must be sent to the other members of the Committee, preferably 2 (two) days in advance.

Art. 18 - The violation of the rules stipulated in this Code may result in penalties, in accordance with the determinations of the Integrity and Conduct Committee, which may include, among others, warning and recommendation of dismissal to the Board of Directors, depending on the severity of the fact.

Art. 19 - In the event of any denunciation or complaint addressed to the Committee regarding non-compliance with this Code, the topic will be discussed at the next quarterly meeting or, at the provocation of any ETCO members, an extraordinary meeting.

1 - After the Committee has granted a non-extendable period of 20 days for clarification by the ETCO member, employee or collaborator who has been the subject of a complaint or complaint, a new extraordinary meeting of the Committee must be called for a final decision on the topic.

2º - No punishment can be imposed on ETCO member, employee or collaborator in an inquisitorial way, always respecting the ample right of defense and contradictory.

Chapter V - General Provisions

Article 20 - Any and all cases of doubt and / or omission related to the application of this Code must be submitted to the Integrity and Conduct Committee.

Art. 21st - Within up to 90 (ninety) days after the approval of this Code, ETCO will provide a specific reporting channel, which ensures total confidentiality to anyone who raises such doubt and / or provides consistent information about the alleged violation of the rules of the Integrity Code and Conduct.

Sole Paragraph - Within the same term, ETCO will provide its members, employees and collaborators with educational material on the general rules provided for in this Code.

Art. 22 - Whenever necessary, resolutions may be issued to deal with specific topics related to the fulfillment of ETCO's principles and mission, as well as the duties provided for in this Code.

Art. 23 - The principles and rules established in the ETCO Regulation for the Admission of Associates and Voluntary Employees become an integral part of this Code.

Art. 24 - The present Code enters into force on the date of approval by the Board of Directors, being a fundamental and integral part of all the constitutive documents of ETCO.