1 - OBJECTIVE
To serve as a formal and institutional reference for the personal and professional conduct of all Company Employees, regardless of their position or role, establishing a standard for internal relationships and interactions with stakeholders, including clients, unions, suppliers, service providers, competitors, society and government authorities.
To promote ethical conduct guided by values embraced by all individuals for being fair and relevant.
Reduce the subjectivity of personal interpretations regarding moral and ethical principles.
Strengthen the Company’s values through their continuous practice.
Clearly communicate the Company’s values so that all professionals may understand, respect and apply them.
2 - SCOPE
Areas and Companies: Mandatory compliance standard applicable to all employees and officers of Edgefy.
3 - RESPONSIBILITIES
All Company members are responsible for complying with and enforcing the provisions of this Code. Managers of each area are additionally responsible for communicating its content to their teams and ensuring compliance within their respective areas of work.
4 - POLICY
All Company members are responsible for complying with and enforcing the provisions of this Code. Managers of each area are additionally responsible for communicating its content to their teams and ensuring compliance within their respective areas of work.
4.1 - TERMS AND EXPRESSIONS USED IN THIS CODE
Conduct – behavior, moral procedure.
Code – a set of rules, laws or standards.
Code of Ethical Conduct – standards governing Edgefy’s activities and defining what is expected from its members, including, but not limited to, Employees, suppliers, subcontractors and partners.
Company – Edgefy.
Employee(s) – any person performing functions for the Company, regardless of position, role or hierarchical level.
Manager(s) – any person responsible for managing a group or team, regardless of position, role or hierarchical level.
Conduct – behavior, moral procedure.
4.2 - RECIPIENTS OF THIS CODE
The Code of Ethical Conduct applies to all Employees, Officers and Third-Party Intermediaries of the Company and shall govern the relationships maintained by these professionals inside and outside the Company:
1. With other Company professionals;
2. With suppliers, clients, banks, other partners and competitors;
3. With public authorities at all levels;
4. With the local community and society in general.
4.3 - VALUES AND PRINCIPLES
The Code of Ethical Conduct represents our commitment to the quality of our products and services. Quality must be understood in its fullest sense, encompassing not only what we do, but also how we do it.
This Code of Ethical Conduct is based on the principles of ethics, integrity, transparency, human respect, compliance with all applicable laws and regulations in the countries where we operate, zero tolerance for fraud and corruption, and responsibility toward society and the environment.
All Company members are responsible for complying with and enforcing the provisions of this Code. Managers of each area are additionally responsible for communicating its content to their teams and ensuring compliance within their respective areas of work.
This Code is valid for an indefinite period. It must be distributed to all Company members, who may not claim, under any circumstance or argument, ignorance of the guidelines and principles contained herein. These guidelines and principles shall also be made available through electronic platforms.
4.4 - RELATIONSHIP WITH CUSTOMERS, SUPPLIERS, PARTNERS AND GOVERNMENT
The Company shall always conduct its negotiations with honesty and ethics, both with customers and with suppliers, subcontractors, partners and Government.
In addition to ensuring the quality of the products and services offered through its business units, the Company is committed to serving customers with ethics, efficiency, agility, professionalism and transparency at all times.
The Company, as well as its Employees and subcontractors, is committed to maintaining the confidentiality of information received from Customers and business partners. Trust is one of the foundations of our relationship with the market.
Supplier hiring decisions shall be made exclusively by the Procurement team and shall be guided by objective criteria covering all fundamental aspects of the selection process, including legal and technical compliance, performance, quality, pricing and payment conditions, deadlines, warranty conditions, risk, after-sales conditions and any other relevant factors in each case.
In all interactions and business practices, the Company shall adopt the highest ethical and integrity standards, including full compliance with applicable laws and with the Company’s principles, values, policies and procedures.
The Company’s relationship with authorities, politicians and public officials shall be based on professional and proper conduct. Any form of pressure or request from public officials that does not comply with this definition shall be rejected and immediately reported to Company management.
The Company’s philosophy is strict compliance with applicable legislation and it expects the same behavior from its professionals, especially with regard to the Brazilian Anti-Corruption Law (Law No. 12.846/2013), the Foreign Corrupt Practices Act (US FCPA), of 1977, and the UK Bribery Act, of 2010.
4.5 - RELATIONSHIP WITH COMPETITORS
The Company respects its competitors and seeks to outperform them in a healthy manner by offering better products and services. Any conduct that may constitute undue advantage, defamation or slander against competitors is not permitted.
4.6 - RELATIONSHIP WITH POLITICAL PARTIES
The Company shall not impose restrictions on the political or party-related activities of its Employees. However, such activities must always be carried out in an individual capacity and in a manner that does not interfere with their professional responsibilities. The exercise of political or party-related activities in the workplace or involving, in any way, the Company’s resources is strictly prohibited.
The dissemination of any form of political advertising within Company facilities, publications or any other Company property is strictly prohibited.
Employees who participate in political activities do so as private citizens and not as representatives of the Company.
4.7 - RELATIONSHIP WITH MEDIA AND COMMUNICATION CHANNELS
The Company recognizes the important role of the press in shaping the organization’s image before public opinion and seeks to provide information or respond to requests when appropriate, while reserving the right not to comment on matters that may conflict with its interests or to maintain confidentiality regarding information considered strategic.
Only designated Company professionals are authorized to act as spokespersons and speak on behalf of the Company, as well as provide comments to the press or external groups. Such authorization shall always be express and provided in writing.
If you are approached to provide information, write articles, or give interviews or statements on behalf of the Company to any media outlet, notify your manager.
4.8 - RELATIONSHIP WITH THIRD-PARTY INTERMEDIARIES
Company intermediaries include all Business Consultants, Sales Representatives or other parties acting on behalf of the Company, whether connected to government entities or not.
Additionally, any third party engaged, wholly or partially, to obtain business with the government, secure governmental action, or lawfully act on behalf of the Company before governmental authorities shall also be included within the definition of intermediary.
When hiring, remunerating or working with an intermediary covered by our policies, you must:
Have a solid and documented basis for trusting the intermediary;
Take the necessary measures to monitor and prevent inappropriate conduct and, where appropriate, provide training to the intermediary;
Respond appropriately to indications of possible misconduct. There are four steps to follow when engaging a new intermediary or renewing an existing agreement/contract:
1. Due diligence – Conduct background checks on the intermediary, including reputation and qualifications.
2. Communicate Company standards – Inform the intermediary of the Company’s expectations regarding anti-corruption and obtain their acknowledgment of the Code of Ethical Conduct.
3. Contractual protections – Document the relationship through a written agreement, including the standard contractual protections considered mandatory.
4. Danger Signals – Verify “red flags” that may indicate risk. These include situations in which the intermediary:
- Appears to be unqualified or to have fewer personnel than necessary;
- Is specified or recommended by a public official;
- Requests that their identity remain concealed;
- Requests payment in cash, in advance, or that payments be made abroad;
- Requests that the Company create false or irregular documents;
- Requests unusually high compensation in relation to the value of the services provided;
- Requests reimbursement of expenses disproportionately higher than usual or undocumented expenses.
The following requirements apply to payments made to any intermediary:
1. Payments must be made to the account specified in the intermediary’s contract;
2. No payment may be made in cash or through bearer instruments;
3. No payment may be made to any person other than the intermediary at their usual place of work;
4. No payment may be made to an account outside the country in which the intermediary performs the service.
4.9. RELATIONSHIP WITH RELATED PARTIES
Transparency and open communication are fundamental in all trusted relationships, including relationships with related parties. Related parties of Edgefy are considered to be any individuals or legal entities that fall under one of the situations below:
Hold shares in the Company or may exercise significant influence over it.
Are directly or indirectly controlled by, under common control with, or controlled by a shareholder that exercises control or significant influence over the Company.
Are a key person, or a close relative of a key person, of the Company, its subsidiary, its parent company, or any legal entity that exercises significant influence over the Company.
Are entities jointly or individually controlled by, or under significant influence of, any person mentioned above.
Are Third Parties whose equity interest is held by a controlled entity.
For any reason or circumstance, are in a condition or situation that raises legitimate concern that contracting may not occur under market conditions.
The following principles must be observed under market conditions: Competitiveness (prices and service conditions compatible with market practices);
Compliance (adherence of the services provided to the contractual terms and responsibilities adopted by the Company, as well as appropriate information security controls);
Transparency (proper disclosure of agreed conditions and their impact on the Company’s financial statements); and
Fairness (establishment of mechanisms that prevent discrimination or privileges and practices that ensure privileged information or business opportunities are not used for the benefit of individuals or Third Parties).
Transactions between related parties must be formalized in writing, specifying their main terms and characteristics, such as contracting method, pricing, deadlines, guarantees and key rights and obligations.
Transactions between related parties are prohibited when they:
Do not comply with the rules established herein;
Involve the granting of loans to Company controllers and related parties;
Are approved without observing applicable legislation, corporate bylaws and shareholders’ agreements.
4.10. GIFTS, PRESENTS, MEALS AND ENTERTAINMENT
As a general rule, we neither receive nor offer gifts.
Providing gifts and granting hospitality (meals, travel, entertainment) is often considered a form of courtesy and is common in the day-to-day business practices of companies in many countries. However, anti-corruption laws prohibit offering or giving anything of value, including gifts and hospitality to third parties, in order to obtain improper advantages or unduly influence the actions of an authority.
Offering small personal gifts is often part of local culture. The Company has established a maximum value of up to US$100 (one hundred U.S. dollars) for gifts or presents, provided they do not interfere with the other party’s business decision-making process.
Receiving gifts, presents, favors or anything of value or utility that could even create the appearance of improper conduct or potentially influence the Company’s business decisions is prohibited.
The receipt by any Company member of money, goods or services offered by third parties (even through raffles or contests), in any context directly or indirectly related to their activities within the Company, is strictly prohibited regardless of value. Conducting business during a meal is customary worldwide.
A meal may be offered to third parties without prior approval, provided that all of the following conditions are met:
The value is equivalent to a normal business meal according to local standards (expensive beverages and refined dishes/delicacies should be avoided);
In general, business meals do not include the guest’s spouse or other accompanying guests. In exceptional cases, such as spontaneous invitations during unplanned meetings (for example, at a business fair or conference organized by third parties), accompanying persons may be invited if excluding them would be considered inappropriate;
If the proposed guest has the ability to influence government or business decisions, only meals directly related to a necessary meeting or business activity may be offered, within the limits established in the expense reimbursement policy and subject to approval through the meal offering form according to delegation of authority rules;
Invitations to external events (travel, gatherings, training sessions, relationship-building events), as well as sponsorship of corporate events for Employees, may only be accepted when they are in the Company’s interest, must be communicated to the director for assessment, and reported to the Compliance area;
Donations or sponsorships are not permitted unless approved in accordance with the delegation of authority policy, the Bylaws and applicable legislation.
4.11. RELATIONSHIPS IN THE WORKPLACE
Mutual trust and dedication to the Company must guide relationships with our colleagues. We have a responsibility to ourselves and to the Company to treat one another with respect and dignity.
Successful working relationships are built on trust.
At the Company, we take pride in the dedication of our people and in the excellence of the results that come from that commitment. Relationships with our colleagues—whether peers, subordinates, or managers—must be conducted as a partnership, where individual behavior is guided by the primary commitment to the Company’s success.
The relationship with those we work alongside should resemble that of members of a winning team. It is people working in harmony and focusing on a common set of objectives that drive our Company forward. For this team relationship to function effectively, each individual must fulfill their responsibilities and trust that others will do the same. No individual or department should allow its priorities to prevail over the priorities of the Company.
The Company shall remain attentive to the conduct of its Managers. Managers have the following obligations, among others:
a) To set an example through their own behavior for all their direct reports and other Employees of the Company;
b) To communicate the contents of this Code to their teams and raise awareness of its importance and application, thereby preventing any Employee or service provider from violating it due to lack of information;
c) To identify Employees who have violated this Code and discuss the matter with Executive Management;
d) To foster a culture that promotes compliance with this Code and encourage Employees to raise questions and concerns regarding its application.
No form of discrimination shall be tolerated, whether based on religion, nationality, philosophical or political beliefs, family economic status, origin, sex, color, ethnicity, disability, age, sexual orientation, body type, health condition, or marital status.
Any form of harassment within the Company is strictly prohibited, especially moral and sexual harassment, including any verbal or physical conduct involving humiliation, coercion, or threats. If you are subjected to any behavior of this nature, or if you become aware of someone who has experienced such a situation, report it to your immediate supervisor, the Managers of Human Resources or Compliance, or use the Company’s reporting channel.
During recruitment and throughout the employment relationship with the Company, individuals who have direct family ties with another Employee must ensure that no conflicts of interest exist, and any hierarchical relationship between relatives is prohibited.
Child labor is not permitted in any form. Except where local regulations establish a higher minimum age limit, no individual below the age established for completion of compulsory schooling or below 15 years of age (or 14 years according to the standards of International Labour Organization Convention No. 138) may be employed.
With regard to minors authorized to enter the labor market, the Company’s management is responsible for providing safe working conditions, schedules, and compensation appropriate to their age level and, as a minimum requirement, in compliance with applicable local legislation.
No form of forced or involuntary labor is tolerated. This includes bonded labor, slavery, and all forms of work performed against an individual’s free will or choice.
Any form of favoritism or privilege in the relationship between Managers and their direct reports is unacceptable.
In order to prevent situations of favoritism and/or conflicts of interest, as well as situations that may create discomfort among other professionals, romantic relationships between leadership and subordination whether direct or indirect are not permitted. It is recommended that professionals involved in romantic relationships do not work on the same project or within the same Business Unit. Such situations must be reported to the area Manager or to Human Resources or Compliance Managers.
The privacy and confidentiality of Employees’ personal information must be respected.
The Company shall provide a safe and healthy work environment, ensuring that preventive actions prevail over corrective actions.
The possession of drugs or weapons is strictly prohibited in the workplace and shall be considered a serious violation, subject to labor and criminal sanctions.
In compliance with applicable legislation and in respect of Employees’ health, smoking is prohibited in any enclosed area of the Company.
The Company does not tolerate intrusion into Employees’ private lives, whether inside or outside the workplace. Any form of monitoring or interference of this nature shall be rejected.
Company Members shall not hold economic or financial interests in competitors, customers, partners, or suppliers to the extent that such interests may influence actions taken on behalf of the Company.
Employees are prohibited from performing work activities unrelated to the Company’s business. The sale of products or services of any kind within Company facilities is also prohibited, regardless of whether it occurs during or outside regular working hours.
Company assets including telephones, devices, materials, equipment, or proprietary information shall not be used for activities unrelated to the performance of Company duties.
Employees in leadership positions and Administrators shall not influence, participate in, or conduct evaluations related to job positions or compensation involving family members or individuals with whom they maintain close personal relationships.
Expense approvals for each professional must be granted, at a minimum, by their immediate supervisor.
Employees are prohibited from holding public office concurrently with their employment at the Company without prior express notification to Human Resources or Compliance management for a preliminary assessment of potential conflicts with Company rules.
In the performance of their duties, Employees of the Company shall:
a) Act in accordance with the laws and regulations applicable in their country;
b) Follow the guidelines established by the Company’s internal policies;
c) Pursue the Company’s overall best interests and results, while maintaining transparency, respect, and collaboration with colleagues, Employee representatives, and other stakeholders;
d) Perform their duties and exercise authority with an entrepreneurial mindset and commitment to overcoming challenges, always acting in the best interests of the Company;
e) Not use their position, role, activities, privileges, influence, authority, or access to obtain any personal advantage or advantage for third parties;
f) Not create artificial obstacles in the execution of their responsibilities for the purpose of overstating their professional contribution;
g) Perform their duties effectively, eliminating situations that may lead to errors or delays in service delivery;
h) Respect intellectual property;
i) Not alter or misrepresent the content of any document, information, or data;
j) Promote initiatives that contribute to improving internal communication;
k) Encourage integration and the development of teamwork;
l) Promote engagement across teams to achieve the Company’s strategic objectives;
m) Act with courtesy, availability, and attention toward all individuals with whom they interact, respecting individual differences;
n) Conduct themselves professionally with loyalty toward colleagues and Managers;
o) Not damage the reputation of colleagues or Managers through biased judgments, false testimony, unfounded information, or any other improper means;
p) Not seek exchanges of favors that may appear to create or result in any personal commitment or obligation;
q) Encourage the expression of ideas whenever aligned with the Company’s objectives and discussed through appropriate forums.
4.12. RECORD KEEPING AND ACCURATE ACCOUNTING
The Company’s tax and accounting books and records must be maintained with reasonable detail and accuracy to ensure they properly reflect all transactions.
All control and approval procedures must be followed. The Company’s tax and accounting books and records must not contain false, misleading, or artificial information.
4.13. CONFLICT OF INTEREST
In carrying out professional responsibilities and personal actions, Company Members must ensure that there is no actual or perceived conflict of interest.
Conflicts of interest may arise in different forms and are generally easily identifiable and should be avoided.
Conflicts of interest occur when an individual’s personal interest, or the interest of a Close Relative or friend of that individual, interferes with or appears to interfere with the impartial judgment expected in fulfilling responsibilities or acting in the best interests of the Company. Conflicts of interest also arise when a Company Member, or their Close Relative or friend, receives inappropriate personal benefits as a result of their position within the Company.
Although this document does not address every possible conflict situation, the following are common examples of potential conflicts and, whenever they occur, must be reported through a specific conflict of interest form to Human Resources and Compliance: Possessing confidential information that, if used for decision-making, could generate personal advantages.
Acquiring, or intending to acquire, shares of Customers, Competitors, or suppliers of the Company based on insider information, or providing such information to Third Parties.
Accepting a position, task, or external personal responsibility that may affect performance and productivity within the Company or support competitors’ activities.
Accepting a position, task, responsibility, or receiving any form of compensation from a Customer, competitor, supplier, or partner of the Company if this could affect the Company’s business relationship with them.
Accepting a position, task, responsibility, or receiving any form of compensation from a competitor of the Company.
Directly or indirectly hiring close relatives, friends, or former employees—or influencing another Company Member to hire them—outside the established principles of competence and potential.
Using Company resources to serve personal interests.
Having any personal interests that may conflict with, or be perceived as conflicting with, professional obligations.
4.14. OTHER RESPONSIBILITIES
4.14.01. RESPONSIBILITY REGARDING THE USE OF INSIDER AND CONFIDENTIAL INFORMATION
Each Employee is responsible for safeguarding information owned by or related to the Company.
Confidential information shall be understood as information that has not been disclosed or made available to the general public, including, but not limited to, financial and commercial data, strategic plans, new products, marketing campaigns, personal information about Employees, major contracts, expansion plans, financing transactions, significant changes in management, or other Company developments.
The disclosure of non-public information to others including family members and friends constitutes a violation of this Code of Ethical Conduct and may also constitute a violation of applicable law. Likewise, the use of e-mail or any other electronic or physical means for the transmission of confidential information is prohibited. Only the Chief Executive Officer (CEO) or the Chief Financial Officer (CFO) are authorized to publicly disclose information to the market.
Requests submitted by financial analysts and shareholders shall be directed to the Finance Department.
All matters related to communication channels including requests for information and/or interviews shall be forwarded to the Marketing Department.
4.14.02. RESPONSIBILITY REGARDING COMPANY ASSETS
Company assets are intended for Employees’ use in the performance of their duties and not for personal use. Company assets include working time and the results of work performed, as well as equipment, vehicles, computers and software, information, trademarks, and the Company’s name.
Employees shall not use Company assets for their own benefit or for the benefit of any party other than the Company.
Employees shall not take advantage of any personal gain opportunity identified due to their position at the Company, nor through the use of information or assets owned by the Company. Misuse or abuse of Company assets may be considered theft and may result in termination of employment or criminal proceedings.
Employees must obtain prior approval from their Manager before using any Company asset — including information, work products, or trademarks — outside the scope of their responsibilities to the Company.
Before accepting payment for lectures, presentations, or speeches related to the Company or their work within it, Employees must obtain approval from their respective Executive Management.
The Company’s computer systems and equipment are intended solely for Company business. They shall never be used for external business activities, illegal activities, gambling, or pornography.
Users of the Company’s Information Technology resources shall not assume any expectation of personal privacy or confidentiality when using such resources.
The Company reserves the right to monitor equipment, systems, and network activities, including, but not limited to, e-mail, voicemail, Internet usage, and any stored information, under appropriate circumstances and in accordance with applicable laws.
Additionally, for operational continuity, security, business requirements, and legal or regulatory compliance, authorized personnel or contracted third-party service providers may have unrestricted access to information contained within the Company’s Information Technology resources.
The Company reserves the right to revoke any user’s access to Information Technology resources at any time, with or without prior notice.
4.14.03. RESPONSIBILITY REGARDING SOFTWARE USAGE
The Copyright Law prohibits the installation, copying, sale, or distribution of software and its manuals without a legally established license of use. Products without such characteristics are considered PIRATED software.
The use of any pirated software within Company facilities is strictly prohibited by the Company. Any software requirements within the Company must be requested through the appropriate department, and such software may only be installed by Employees qualified and authorized for this responsibility.
The use of pirated software shall constitute serious misconduct by the Employee and may result in termination of employment for just cause.
On a regular basis, the department responsible for managing the Company’s information systems shall conduct audits of installed systems and software across the equipment in use.
If pirated software is identified on any Company equipment, it shall be immediately removed. Where disciplinary action is warranted, such action shall be applied promptly.
4.14.03. RESPONSIBILITY REGARDING SOFTWARE USAGE
The Copyright Law prohibits the installation, copying, sale, or distribution of software and its manuals without a legally established license of use. Products without such characteristics are considered PIRATED software.
The use of any pirated software within Company facilities is strictly prohibited by the Company. Any software requirements within the Company must be requested through the appropriate department, and such software may only be installed by Employees qualified and authorized for this responsibility.
The use of pirated software shall constitute serious misconduct by the Employee and may result in termination of employment for just cause.
On a regular basis, the department responsible for managing the Company’s information systems shall conduct audits of installed systems and software across the equipment in use.
If pirated software is identified on any Company equipment, it shall be immediately removed. Where disciplinary action is warranted, such action shall be applied promptly.
4.15. FRAUD, THEFT, CORRUPTION AND MONEY LAUNDERING
If theft, fraud, acts of corruption, bribery or money laundering are identified and committed by any Employee, they must be immediately reported to the Compliance area.
4.15.01. FRAUD
Fraud means making false representations with the purpose of obtaining personal benefits to the detriment of the Company’s time, resources and property.
Examples:
a) Misusing sick leave. This means taking sick leave while being in full physical and mental health;
b) Abusing the use of telephones, computers and other equipment for private business;
c) Regularly carrying out personal activities using the Company’s resources and working time;
d) Misusing Company funds;
e) Removing equipment, parts, software and office supplies without authorization;
f) Using travel expense reimbursements for personal purposes;
g) Receiving or offering personal advantages to suppliers and customers;
h) In the event of suspected fraud, an initial investigation shall be conducted to verify the facts and refer appropriate actions to the Ethics Committee.
4.15.02. THEFT
Theft is the misappropriation of assets and resources owned by the Company.
Examples:
a) Forging or concealing receipts; stealing money from the Company or from other Employees.
b) Stealing goods, tools, or other equipment.
c) Overstating expenses.
d) Purchasing materials for personal use.
e) Stealing intellectual property or misusing confidential information.
f) In the event of suspected theft, an initial investigation shall be conducted.
g) If theft or robbery is confirmed, law enforcement may be contacted and, additionally, the Employee shall be subject to dismissal for cause.
4.15.03 - CORRUPTION
Corruption is the act of dishonestly using one’s position, money or other resources to obtain illegal or immoral advantages for oneself, for others, or for the Company, regardless of whether such actions involve the public or private sector.
Active or passive corruption is strictly intolerable, as are extortion, bribery and money laundering.
Examples:
a) Requesting that a lawyer or accountant offer a “favor” to tax inspectors in order to “ease” an inspection;
b) Offering an undue advantage to a domestic or foreign public official so that they advocate for the interests of a Company to close a business deal;
c) Offering an improper advantage to a public employee to accelerate the preparation of an analysis document required for export approval.
Corruption may occur when dealing with business partners or government authorities. Although Law No. 12.846/2013 focuses on government bribery, for purposes of the Company’s Policies, the same principles equally apply to the private sector.
However, as the risks differ, our Compliance policies, procedures and controls may, at times, establish distinctions between these two sectors.
The Company is firmly committed to strictly complying with the applicable legislation governing its operations and business conduct, and its members must faithfully uphold this commitment.
In the event of suspected corruption, a preliminary investigation shall be conducted to verify the facts and support recommendations to the Audit Committee. For questions or further details, please refer to Edgefy’s Anti-Corruption Policy.
4.15.04 - MONEY LAUNDERING
Money laundering is a process intended to conceal the nature and source of money associated with illegal activity by introducing such funds into the local economy through their integration into commercial flows, making them appear legitimate or preventing their true origin or ownership from being identified.
Company members must comply with laws and regulations addressing money laundering and illegal financing in all countries where they operate. Facilitating such activities is strictly prohibited in any form or context. Violations of these laws may result in severe civil and criminal penalties for both the Company and its individual members.
Company members must comply with laws and regulations addressing money laundering and illegal financing in all countries where they operate. Facilitating such activities is strictly prohibited in any form or context. Violations of these laws may result in severe civil and criminal penalties for both the Company and its individual members.
The Company shall only conduct business with reputable Third Parties, including agents, consultants and business partners engaged in lawful activities and whose resources originate from legitimate sources.
The following are examples of warning signs that may help identify potential indicators of suspicious activity related to money laundering or terrorist financing:
1. An agent or business partner that is reluctant to provide complete information, provides suspicious, false or insufficient information, or seeks to avoid bookkeeping or reporting requirements.
2. Payments made using monetary instruments that appear to have no identifiable connection to a Third Party or do not comply with market practices.
3. Payments made in cash by a third party or business partner.
4. Early repayment of a loan made in cash or cash equivalents.
5. Orders, purchases or payments that are unusual or inconsistent with the Third Party’s trade or business.
6. Unusually complex transaction structures and payment patterns that do not clearly indicate the purpose of the business or include excessively favorable terms.
7. Unusual transfers of funds to or from countries unrelated to the transaction or lacking business logic for the Third Party.
8. Transactions involving locations identified as tax havens or areas known for terrorist activities, drug trafficking or money laundering.
9. Transactions involving shell banks or banks located in tax havens, unlicensed money transmitters or exchange operators, or non-bank financial intermediaries.
10. Inability or difficulty verifying the corporate history of an entity or the background and expertise of an individual.
11. Negative media coverage or local business community reports regarding the integrity or legitimacy of the entity or individual.
12. Structuring transactions to avoid compliance with bookkeeping or reporting requirements, such as multiple transactions below reportable thresholds.
13. Requests to transfer money or reverse deposits to a third party or unknown or unrecognized account.
4.16 - CONSEQUENCES OF INAPPROPRIATE CONDUCT
Failure to comply with the provisions of this Code shall be treated as a matter of utmost seriousness. Depending on applicable legislation, the following measures may be applied:
a) Formal warning;
b) Cancellation of variable compensation;
c) Transfer to another position;
d) Termination of employment.
The disciplinary process may be initiated by the Company’s Ethics Committee, depending on the level of the individual involved and the nature of the violation.
Common sense shall prevail in the interpretation and application of this Code.
Additionally, the provisions of this Code do not exempt Employees from adopting conduct expected in a professional environment, even when such conduct is not expressly described herein.
4.17 - QUESTIONS AND VIOLATIONS
The guidelines set forth in this Code allow for the assessment of most situations and help minimize the subjectivity of personal interpretations regarding moral and ethical principles. However, they do not necessarily cover every situation that may arise in the day-to-day activities of each Employee. Therefore, in case of questions regarding the application of this Code’s guidelines, your Manager and/or the Managers of Human Resources or Compliance must be consulted.
Employees are expected to comply with these guidelines under all circumstances.
Any Company member who violates the provisions of this Code, breaches the law or any Company code or procedure, allows a member of their team to do so, or becomes aware of a violation and fails to report it, shall be subject to appropriate disciplinary action, up to and including termination.
Retaliation or any attempt to prevent, obstruct or discourage Company members from reporting what they believe to be a violation of the commitments defined herein is prohibited and shall also constitute grounds for disciplinary action, including termination.
Depending on the nature of the violation, the obligation or appropriateness of reporting the violation to authorities or Third Parties shall also be assessed, which may result in additional sanctions.
If in doubt, consult your immediate supervisor and always read and refer to the Code of Ethical Conduct and other internal Company policies, available on the Company website.
4.18 - DISCLOSURE / PUBLICATION
All Employees and Administrators shall receive a copy of this Code and must formally acknowledge receipt and adherence to its contents.
5. REFERENCE DOCUMENTS
NA.
7. REVISION HISTORY
Separated policy. New sequential numbering
Change from Green4T company to
Sismetal.
Change of the corporate name from “Sismetal”
to “Edgefy”.
