Odebrecht S.A. is implementing across the Group its new Compliance System based on international standards. The system consists of ten integrated measures to prevent, detect and remediate risks of non-compliance.

Odebrecht is committed to operating with ethics, integrity and transparency in compliance with best governance practices and governing law.

The key measures being adopted include:

Boards of Directors
Each business has its own governance and Board of Directors (BoD).

New Directors
Increasing the number of independent directors to ensure that at least 20% of the board consists of independent members (and with no fewer than two independent members) in order to foster diversity and strengthen transparency.

Hiring of CCOs
Appointment of Chief Compliance Officers with full functional autonomy, who report to the Compliance Committee.

Compliance Committees
Support the BoDs to ensure compliance with ethics, integrity and transparency, in keeping with best global practices and governing law, standards and regulations.

Policies, Guidelines and Procedures
Creation of the Policy on Compliance with Ethics, Integrity and Transparency. The Policy will be implemented across all Businesses, in coordination with their respective BoDs.

Engagement in collective actions
Becoming a signatory to the UN Global Compact and the Business Pact for Integrity and Against Corruption, through which it undertakes commitments to universal principles on Human, Labor and Environmental rights and to Combating Corruption.

Ethics Hotline
Allows for receiving reports of irregularities and misconduct by Team Members, Clients and any third parties. All reports received are investigated impartially and independently using adequate methodology with legal grounding, and whistleblowers are guaranteed confidentiality, anonymity and non-retaliation.

Other measures being implemented include:

Risks and Controls Assessment
Any risks and opportunities for improvement identified by the prevention and detection measures of the Compliance System will be addressed by strengthening the controls environment.

Training and communication actions are being developed, enhanced or intensified to ensure the unwavering and unrestricted commitment of all Team Members to acting with ethics, integrity and transparency.

Disciplinary measures
Enhancement of the Compliance System by adopting disciplinary actions in cases of violation of the guidelines expressed in the commitment undertaken by Odebrecht.

Pro-Ethics Company
Strive to obtain the Pro-Ethical Company seal (granted by the Ministry of Transparency, Inspection and Control, formerly the CGU), an initiative that encourages companies to adopt measures to prevent and combat corruption.