5. Business Conducts

5.1. Anti-corruption

Grupo EcoRodovias shall not tolerate any kind of corruption in business. Therefore, it is strictly forbidden to:

  1. Pay, promise or offer, directly or indirectly, bribes, facilitation payments or any illegal, undue or immoral advantage to public agents, representatives of clients or suppliers, or to any third party related therewith, with the intention of obtaining or granting undue privileges or benefits, or to guarantee business for the person or the Company;
  2. Offer, promise, give, pay or authorize anything of value to any private person with the intention of unduly influencing or attempting to influence the practice of any act by this person to the benefit or in the interest of Grupo EcoRodovias;
  3. Request, receive or accept anything of value or any service, from any person, private or public agent, to the benefit of the employee himself/herself, or any person related to him/her, so as to influence the practice of any act of the employee in the performance of his/her functions in Grupo EcoRodovias.
  4. Extort, bribe, perform acts of money laundering, finance terrorism or any other illegal conduct related to corruption;
  5. Perform any act designed to dodge bidding proceeding, commit fraud in public contracts or bid rigging;
  6. Fraud accountability records, or post any entry that does not completely and accurately reflect the operations of the Company.

More details about the rules on anti-corruption can be found in the Anti-corruption Policy of Grupo EcoRodovias.

5.2. Political Donations and other Contributions/Donations

Grupo EcoRodovias:

  1. Does not make, directly or indirectly through third parties, any donation to political parties, candidates to public offices or political campaigns;
  2. Does not support candidates to public offices and/or political parties, within electoral periods or not;
  3. Does not maintain party-political activities. Any employee involved in party-political activities shall keep it in his/her private sphere, and this shall not interfere on his/her professional responsibilities. Party-political activities shall not involve resources, material or equipment from the Company.
  4. Prohibits any contribution/donation in exchange for favors from any individual or legal person, public or private.

5.3. Amenities, gifts or hospitality

Grupo EcoRodovias does not tolerate the offer or receipt, directly or indirectly, of any amenities, gifts or hospitality that does not comply with best practices, moral or applicable legislation, with the intention of obtaining or conceding undue privileges or benefits to the person or the Company.

If there are questions about receipt of amenities, gifts and hospitality, the employee shall previously seek, in a justified manner, the opinion of the Ethics Committee through the appropriate access channels (Chapter 11 of the Code of Conduct).

5.4. Conflict of Interests

Conflict of interests arises when the personal interests of the employee, real or apparent, are in conflict with the interests of the Company.

“Personal Interests” include not only the interests of the employee himself/herself, but also the interests of those with whom he/she has close relationship (persons or companies).

Whenever a conflict of interest arises, the employee shall communicate his/her personal interest to his/her immediate superior, and refrain from participating in meetings, discussions or decisions related to certain issues. The employee shall ensure that the objectivity of his/her decisions taken on behalf of the Company is uncontested.

Companies interested in developing business relations with Grupo EcoRodovias shall inform the existence of possible family or affinity ties with employees of the Group, as well as with public agents that have authority related to business or contracts with governmental bodies and entities.

More details about the rules on conflict of interests can be found in the Policy for Transaction with Related Parties of Grupo EcoRodovias.

5.5. Image and Reputation

Grupo EcoRodovias shall not tolerate that an employee:

  1. Express himself/herself on behalf of the Company, by any communication channel, including social networks, except if qualified and expressly authorized to do so; or express himself/herself, even if not directly on his/her own behalf, in a manner that his/her opinion or image is negatively associated with or divergent from the policies endorsed by the Company;
  2. Perform lectures, seminars or academic works about Grupo EcoRodovias or issues that involve his/her area inside the Company, without the previous and express authorization of the responsible executive officer.

5.6. Treatment of Confidential or Privileged Information

Confidential or Privileged Information are information not publicly disclosed to the market, and therefore cannot be used or disseminated for own benefit or for the benefit of third parties without the express authorization of the Company. Privileged information include financial results, large sales or acquisitions, investments, prices, commercial actions, market strategies and similar issues.

The employee is expected to respect intellectual property and take all reasonable measures to protect confidential or privileged information, as well as prevent the unauthorized disclosure thereof, unless mandated by law or judicial order.

Therefore, it is forbidden to:

  1. Buy and/or sell, or advise to buy and/or sell shares of the Company based on information that is not publicly disclosed;
  2. Disclose privileged information that may affect the value of the Company‘s shares for personal benefit or for the benefit of third parties;
  3. Use privately or transfer to third parties: technologies, methodologies, know-how or information that is property of the Company or of third parties possessed by the Company without prior due authorization, even after withdrawal from the Company.

5.7. Use of Electronic Systems and Equipment

The electronic systems and equipment, including corporate email, are working tools under property of the Company and available to the employees, and shall be used for the performance of their professional activities. For this reason, such tools can be monitored by the Company and shall be used according to internal procedures determined by the Information Security Policy.

Therefore, it is forbidden to:

  1. Use systems and communication channels of the Company to search, propagate or disseminate gossip, pornography, jokes, games, party-political propaganda, as well as violent, discriminatory or defamatory content, or content that is contrary to the principles and values of Grupo EcoRodovias;
  2. Use unlicensed software;
  3. Use any method or technique to hack software access codes.