Corporate governance

Conformity

“We are sorry. Odebrecht has made a mistake." Thus, in an announcement published in the main Brazilian newspapers in December 2016, Odebrecht S.A. acknowledged having participated in undue practices in its business activity, in violation of its principles and against the consecrated values of honesty and ethics.

Olga Pontes, Head of Compliance at Odebrecht S.A., in a meeting with her team
10 - Combater

The announcement reinforced its commitment to the measures taken throughout the year to improve its governance and compliance model.


Such measures include the public commitment to best practices, assumed by the Chairman of the Board of Directors of the holding company in March 2016; preparation and dissemination, in July, of the Commitment of all Odebrecht Members with the ten items of ethical, fair and transparent performance; approval of the Compliance Policy in November and establishment of a Compliance System.

 

Compliance Committee

The Odebrecht S.A. Compliance Committee supports the Board of Directors and is responsible for, among other aspects, ensuring ethical principles and values, with integrity and transparency, and monitoring systems of internal controls and compliance with the law. Compliance Committees have also been established in all Businesses.

 
 

ODEBRECHT COMMITMENTS


The required Ethical, Fair and Transparent Performance of all Odebrecht Members was synthesized in ten items:


1combating and not tolerating corruption in any form, including extortion and bribery;

2 saying no, firmly and determinedly, to business opportunities that conflict with this commitment;

3 adopting ethical, fair and transparent principles in the relationship with public and private agents;

4 never invoking cultural or usual conditions of the market as justification for undue actions;

5 ensuring transparency in information related to Odebrecht, which must be accurate, comprehensive, accessible, and regularly disclosed;

6 being aware that misconduct – due to action, omission, or complacency - afflicts society, violates laws and destroys the image and reputation of the entire Odebrecht;

7 guaranteeing at Odebrecht, and throughout the Businesses value chain, the practice of the Compliance System, which will always be updated based on the best references;

8 contributing individually and collectively to necessary changes in markets and environments where there may be inducements to misconducts;

9 incorporating, in the Members’ Action Programs, performance assessment in compliance with the Compliance System;

10 being convinced that this commitment will keep Odebrecht on the path to Survival, Growth, and Perpetuity.

 

Compliance System

The implementation of a new Compliance System followed the determinations of the Compliance Policies of Odebrecht S.A. and of each of its Businesses. Throughout 2016, processes, improvements and action plans were implemented to ensure adequate risk management. The Compliance System is composed of ten integrated measures of prevention, detection, and remediation of risks.

Compliance System
 
 

Ethics Line

The Ethics Line is a channel made available by Odebrecht S.A. and is open, on an independent basis by each Business, to Members and the public to report irregularities and misconduct in any instance of Odebrecht and its stakeholders. Whistleblower protection is guaranteed and any retaliation is prohibited. The channel is available on the company’s website (www.odebrecht.com) in all countries where it operates. Complaints can also be made on the toll-free phone line (0800 number).