Since its incorporation, ISA CTEEP has sustained its identity employing principles based on the adoption of honest, constructive, reputable and socially responsible principles which promote the continuity of the business and contribution to the sustainable development of the regions where it operates.

In order to comply with its mission, ISA CTEEP maintains relationships with shareholders and investors, employees and suppliers, customers, society and the State based on its values, policies and commitments, thus strengthening its corporate identity and institutional coherence.

By seeking to improve the relationship with these stakeholders, in launching its Code of Ethics ISA CTEEP marches forward in the direction of transparency and corporate governance.

The Code of Ethics is a document applicable throughout ISA CTEEP and represents a benchmark which seeks to put the philosophy and corporate values of the organization into practice through the use of orientating criteria for the activities of all employees and members of the board. This document has been constituted on the basis of the Brazilian Corporate Law, Law 6.404/76,its amendments, regulations issued by the Brazilian Securities and Exchange Commission -CVM and the Stock Exchange - BOVESPA, in addition to being aligned with the ethical principles applicable to ISA and its companies.

ISA CTEEP is working to build an organizational culture in which the values are the pillars that sustain the organization’s results.

The defined corporate values promote confidence and credibility and guide the Company’s conduct and the manner in which it wishes to be recognized. These values are:

  • ETHICS,
  • SOCIAL RESPONSIBILITY,
  • EXCELLENCE,
  • INNOVATION.

The corporate values go hand in hand with attributes which support, strengthen and sustain activities related to ethics and facilitate their implementation and existence in the organization.

Transparency

To act in a reliable, accessible, clear and honest manner.

Reciprocity

Respect the dignity of those with whom the company relates in an atmosphere of mutual recognition of the obligations and rights of the parties involved.

Responsibility

Commitment for executing what has been promised and respecting the Organization’s parameters, policies and standards.

Diversity

Recognition that the difference between people contributes to an environment of respect and enriches the organization in the locations and cultures in which it operates.

Commitment

It is the duty of the employees to fulfill their responsibilities for meeting the objectives contained in the organization’s mission. This implies performing the work and duties proposed to them by the company with care and dedication.

ISA CTEEP understands Ethics as a combination of principles which guide the actions of its employees, permitting the mutual coherence their declarations, the taking of decisions and the relationship with stakeholder groups, inspiring the fulfillment of the business objectives,transparency and common good.

The Code of Ethics is a reference document prepared with the purpose of showing how ISA CTEEP’s employees should act in their relationship with stakeholders, given that it guides general criteria for action and decision in accordance with corporate values. For this reason, it is essential that stakeholders are aware of the Code’s guidelines for action given that these will impact on relations among the parties involved.

Egalitarian treatment

Every shareholder and investor, irrespective of the value of their investment or number of shares held, shall receive the same treatment, guaranteeing the exercise of their rights to submit doubts, requests or a position on any given matter.

ISA CTEEP relies on practices of good governance with a view to developing the best management processes, guided not only for creating value from the investments but also for ethical business integrity.

Disclosure of information

ISA CTEEP is committed to practicing good governance and adding value to the business. For this reason it maintains the market informed on the performance of the companies and is duly accountable in an appropriate and transparent manner. The disclosed information should not affect the rights of third parties nor should represent risks for the investment or the continuity of the business.

Relations based on egalitarian treatment

ISA CTEEP fosters in an egalitarian manner access to employment and to the appropriate conditions of work.

Discriminatory treatment on the grounds of gender, race, color, nationality, social origin, age, civil status, sexual orientation, ideology, political opinions, religion or any other personal condition whether physical or social shall not be tolerated.

Working conditions

ISA CTEEP fosters an organizational climate based on respect and offers its employees a secure environment in which the risks that threaten their safety and health are duly managed and are known to each one. This is illustrated by the Company’s requirement from its suppliers for legal compliance with the working conditions.

In addition, the Company fosters the equilibrium between professional responsibilities and the personal and family life of its employees.

Intolerance of harassment

ISA CTEEP fosters a working environment where manifestations of violence and physical, sexual, psychological, moral or any other type of harassment as well as abuse of authority at work or other conduct that creates a climate of intimidation or offence to the personal rights of its employees are not acceptable.

Protection of information

ISA CTEEP respects, maintains and adequately protects the privacy of the employees; as well as personal data required by law. In the same way the employees hold themselves responsible for not disclosing strategic or confidential information to which they have access as a function of their positions in the Company.

Right to association

ISA CTEEP recognizes the right of free association of its employees to labor unions or similar entities, respects their participation in any type of collective bargaining not practicing any type of discrimination in relations with those of its employees pertaining to such entities.

Intolerance of fraud

ISA CTEEP does not accept any type of fraud committed by its employees.

Use of company property

ISA CTEEP provides its employees with the resources and the means necessary to execute work activities in accordance with each function.

The employees agree to use the goods, installations and resources of the companies to fulfill their professional objective, avoiding the direct or indirect use for their own benefit or of third parties, or that may favor actions which may cause the company damage.

These commitments also include:

  • Protection and care of the company’s assets in their charge or to which they have access.
  • Protection of information systems, taking every security measure possible to this end.
  • Using natural resources rationally and protecting the environment.

Conflicts of interest

A situation of conflict of interest is deemed to exist when an action occurs which does not take into consideration the employee’s legal, contractual, statutory or ethical duties and arises when personal interests conflict directly or indirectly with those of the company.

Conflicts of interest arise when due to their functions, the employee, on taking a decision or realizing or omitting an action, must choose between their personal interest and that of their company, client or supplier, thereby generating as a result of their decision, an act or omission, an improper benefit which they would not receive in any other manner.

It shall also be deemed as personal interest when the conflict shall benefit a person with whom the individual is bound; for this reason no employee shall take part in contracts or negotiations in which there exists some form of conflict of interest or when negotiations involve family relations up to four times removed in a collateral or transverse line, two times removed by affinity and once removed in the case of a civil relationship.

In the event of conflicts of interest, the posture of ISA CTEEP’s employees shall be based on the following:

Loyalty

To act at all times with loyalty to ISA CTEEP and its shareholders, irrespective of their own or other interests.

Abstention

Abstain from intervening or influencing decisions that may affect the company, the people or entities with which there is a conflict.

Confidentiality

Should not have access to or disclose information deemed as confidential which may affect the conflict of interests.

Information

Inform his immediate superior in writing as to the experiencing of a situation of conflict of interests.

Impartiality in Relations

ISA CTEEP fosters respectful and just relations with clients based on the recognition of their rights and needs.

Management of Information

The services rendered by ISA CTEEP are conducted in an honest and transparent manner, so avoiding the transmission of deceitful information in contractual clauses and in corporate communications.

ISA CTEEP is committed to maintaining clear, transparent and balanced communications with its clients.

Confidentiality

ISA CTEEP seeks to maintain the confidentiality of client information, undertaking not to pass it on to third parties unless with the consent of the client or in the light of a court order.

Service provision

ISA CTEEP is committed to guaranteeing and maintaining the standards of quality of its products and services. In addition, the Company undertakes to provide its clients with the channels and relationship mechanisms which enable them to communicate their needs and perceptions of services rendered.

Integral and independent relations

ISA CTEEP maintains relationships with suppliers based on respect, equality and mutual transparency, avoiding any kind of fraudulent treatment.

In this way, the Company stimulates suppliers to be cognizant of and share its ethical principles, requiring from the latter and its value chain performance based on the prevailing legislation and fostering compliance with the environmental rules, respect for human rights and socially responsible practices.

Gifts and Favors

As a general rule, ISA CTEEP’s employees may not accept gifts, favors, courses or invitations from clients, competitors or suppliers of goods and services, including financial services, of a personal nature resulting in a functional relationship which may affect decisions, facilitate business or benefit third parties.

Not covered under this restriction are:

Objects of small value, such as promotional gifts which have no commercial value or which relate to commercial events common at times such as Christmas and the Company’s anniversary.

Invitations for technical training programs, but with the proviso that ISA CTEEP shall always cover costs of travel and/or necessary accommodation.

Call the Ethics Line in the event of doubts on exceptions to these situations.

Handling of information

ISA CTEEP’s employees make available to suppliers the information necessary for contractual relations on an egalitarian basis.

And commit to maintain the confidentiality of any information provided by the supplier, except in the event of a legal determination or court order, including information with respect to their businesses and operations, products and services, brand names, methods, systems, business plans or market methods and strategies, financial costs and information as well as any document, deemed of a confidential nature by the supplier.

Excluded from this condition is information in the public domain or contained in valuation reports on suppliers delivered as part of the company’s selection process.

Compliance with the laws, norms and regulations

ISA CTEEP complies with all the laws, norms and regulations prevailing in the regions where it operates, respecting the instances of jurisdictional order.

Relations of cooperation and transparency

ISA CTEEP maintains relations based on the principles of cooperation and transparency with the authorities, regulators and other governmental institutions.Intolerance of corruption.

ISA CTEEP does not accept that its employees execute practices which can be construed as corruption. In this context, under no circumstances can the Company accept that its employees promote any form of payment or benefit to persuade a third party, whether public or private, to make a decision in favor of the company or an employee or which accelerates administrative routine.

Information and relationship with the State

ISA CTEEP has in place fixed channels of communication to respond to formal requests for information from local, regional or national government authorities. In addition, the Company is accountable to these institutions when appropriate.

ISA CTEEP represents its legitimate interests and positions itself as a transparent, rigorous and coherent organization in its dealings with government authorities.

Relations based on respect and recognition

ISA CTEEP maintains a respectful posture and an attitude of dialog with society, in particular the communities adjacent to its infrastructure, with the purpose of reaching common objectives, presenting corporate positions and avoiding possible situations of conflict and risk.

In the management of this aspect of its business, the Company identifies appropriate actions with representative groups from society which encourage dialog in specific spaces and through established channels.

Respect for Human Rights

ISA CTEEP executes its operations based on respect. Its operations relate to human rights recognized in the domestic legislation and global initiatives as for example the Global Compact.

ISA CTEEP does not tolerate any one of its stakeholder groups from performing whether directly or indirectly, practices which infringe human rights, as well as not accepting any type of payment for sponsoring illicit activities.

In no way does it tolerate child labor or any form of forced labor and is committed to making its position clear to its stakeholder groups, especially suppliers and third parties.

Sponsorship of political organizations

ISA CTEEP does not finance or promote political parties, or representatives or candidates of political parties. Neither does it sponsor congresses nor activities which have as their end purpose political propaganda. For this reason, employees may not use company goods or resources (information systems, internal or external meetings, among others) for these purposes.

Hence, ISA CTEEP does not exercise any pressure directly or indirectly on political representatives, or encourage any of its employees to do so.

In countries where active political participation is permitted, the employee may take actions of this type outside the working day in line with the foregoing restrictions.

Participation in outside events

To take part in conferences, events and other similar public activities in the name of ISA CTEEP, the employee must have the agreement of their immediate superior who shall evaluate the relevance or otherwise of their participation.

Environmental care

ISA CTEEP is committed to a corporate management style which permits the execution of its business operations as part of its commitment to sustainable development.

Relationship with civil society entities

The support and eventual contributions to civil society entities is conditional on compliance with local laws and conformity with corporate guidelines.

Relations with the competition

ISA CTEEP maintains honest, constructive and proper relations with its competitors. This implies among other commitments:

  • To compete in the markets fairly without recourse to deceitful advertizing or denigrating its competitors or third parties.
  • Always obtain information on the competition in a legal manner.
  • Comply with anti-trust regulations avoiding any conduct which constitutes or mayconstitute a cartel, abuse or restriction of competition.

Compliance with the Code of Ethics shall be monitored by the Chief Executive Officer, who may delegate this responsibility to the Ethics Committee appointed by the CEO, this committee being made up by an odd number of members, one of whom, the representative who shall be held accountable for the ethical management of the company.

In the event of non-compliance with the Code of Ethics, the Committee’s representative for ethical management shall notify the fact to the appropriate monitoring authority, the latter taking the necessary procedures within its powers for corrective actions to be taken with respect to the case.

Duration

ISA CTEEP’s Code of Ethics was approved at the meeting of the Board of Directors held on December 17 2010 and as from this date has entered in full force and effect for all ISA CTEEP’s employees.

The Code of Ethics shall be revised and periodically updated when necessary at the Company’s discretion.

Obligatory nature

All employees and members of the board agree to comply with the Code of Ethics. Consequently, this document applies to all directors, executive officers, employees, service providers, temporary employees, interns and apprentices, irrespective of their position in the corporate hierarchy, geographic location or post in ISA CTEEP.

The Code of Ethics sets forth criteria and general guidelines for the conduct of ISA CTEEP’s employees, although each person is responsible for their actions or omissions.

Irrespective of position or responsibility, no one is authorized to request that an individual subject to the dictates of this Code shall violate ethical standards of conduct or infringe the provisions of this document. In turn, none of ISA CTEEP’s professionals may explain illegal, improper behavior or behavior which violates the Code of Ethics by justifying his actions on the grounds of complying with an order from a hierarchical superior or a corporate body of which he is a part..

Application

This Code does not include all the norms or regulations that are applicable to each routinesituation of the companies. For this reason its content must be considered in conjunction with the ISA CTEEP’s policies, instructions and procedures as well as its legal requirements.

However, when the situation demands a specific orientation, the professional is expected to apply ethical principles.

The implementation of the requirements under the Code of Ethics shall occur without limitation on compliance with the internal regulations and norms of ISA CTEEP’s separate entities. As further internal regulations and/or norms are published establishing more rigorous criteria than contained in this Code, the former shall prevail over the provisions of this document.

The Code of Ethics is a document which guides the activities of ISA CTEEP’s employees in relation to stakeholders and should be respected and followed by all. In case of doubt or perception of non-compliance with this document, ISA CTEEP provides a support channel for the Code: www.canalconfidencial.com.br/linhaeticaCTEEP

This channel is exclusively for dealing with doubts, criticisms and complaints involving ethical behavior in ISA CTEEP, or in other words, doubts, criticisms and complaints which imply noncompliance with the Code or lack of understanding of its content.

The Ethics Line is an electronic means which receives internal and external demands and gives appropriate attention to such. This system was purpose-developed to monitor complaints or doubts, ensure confidentiality and an obligatory response.

The Ethics Line respects anonymity (of information and people) and investigates questions raised through the medium of the channel. Its management shall be monitored by the Chief Executive Officer’s office, through the Strategic Management Area, as part of the attributes of Corporate Social Responsibility. Should employees from the management area wish to send any particular demands through the channel, the system will undertake a pre-selection process and will then forward any issue on directly to the office of the company’s Chief Executive Officer.

In the event of more critical themes, where management of the channel deems it to be necessary, the ethical group shall be activated, this group comprising the Strategic Management, Auditing, Legal and Human Resources management areas.

For ISA CTEEP, the relationship of trust is also reflected in day-to-day relationships and for this reason, company guidance is that employees should seek first and foremost their immediate superiors to clarify their doubts and discuss ethical issues, opting for use of the channel when doubts persist.

Complaints of a vague nature are not accepted at ISA CTEEP. Similarly, anonymous complaints are not encouraged, although employees shall decide whether to identify themselves or not at their own discretion

IMPORTANT: Complaints relating to infringements of the Code of Ethics shall not imply retaliation or in the case of professionals notifying the complaints, any form of special status or recognition.

ISA CTEEP has a set of corporate policies that guide its actions and that of its employees in specific and permanent situations in the relationship with different publics.

Environment Policy

Expresses our commitment with environment management and ensures that processes and resources are aligned with environmentally responsible development.

Assets and Services Acquisition Policy

It defines obligations with suppliers to fulfill supply demands, ensure the best technical and economic result, and build with them long-term relationships.

Communication Policy

Corresponds to the processes for corporate identity construction and preservation of the Company’s reputation, through communication processes aligned to the Group’s strategic direction. It contributes to provide interaction and dialogue with all publics with which we relate, facilitates corporate management and strengthen institutional image.

Control Policy

Guides and controls processes and activities to ensure that the Company’s operations, financial reports, and assets protection are reliable and that legislation and regulation are complied with.

Human Management Policy

Establishes a reciprocal commitment between the Company and its employees to create a professional environment that provides full development for the people in the human, professional and social aspects, to build an identity that is in line with the Group’s strategic guidance.

Full Risk Management Policy

Guides and controls processes and activities, continuously evaluating the risks that the Company is exposed to for the purpose of preserving corporate integrity, prevent negative impacts and ensure business efficiency.

Quality Policy

Strengthens the importance of offering quality services and build long-term relationships with clients, suppliers, employees, shareholders, investors and government.

Occupational Health Policy

Represents the Company’s concern with the protection, maintenance and improvement of employees’ health through actions that promote welfare and that have positive effects on the employee’s development and productivity.

Social Policy

Establishes the Company’s operation with human groups influenced by its activities and services, to demonstrate the strong commitment of a reliable Company committed with sustainability.

Updated on June 28, 2016.