Preface
The principles and concepts defined in our Code of Conduct and Anti-Corruption materialize the commitment assumed by
MIndJect Industrial Projects and by all its companies and employees with ethics and integrity.
They must guide all of MIndJect's relationships and be the common ethical and cultural reference for all our employees,
including directors, members of employee committees, interns, and apprentices. We, collaborators, must ensure that this
Code is transmitted to all partners, customers, suppliers, or other third parties with whom MIndJect Industrial Projects
does business."
All Collaborators, in their daily lives and in the performance of their professional activities, are responsible for acting by the guidelines defined in this Code. Thus, everyone is responsible for observing, implementing, disclosing, and monitoring compliance with our Code of Conduct and Anti-Corruption and for creating a fairer and more efficient business environment in the markets where MIndJect operates.
By guiding our daily conduct by the principles expressed in our Code, not only do we guarantee that MIndJect's growth takes place on solid foundations, but we will continue to be proud of working in an ethical, upright, and corruption-free environment.
We believe that this is the way to guarantee the perpetuity and sustainability of our businesses.
I. Application of this Code
This Code of Conduct and Anti-Corruption ("Code") must be read and complied with by all employees of MIndJect Industrial Projects and its subsidiaries.
In the case of companies over which MIndJect does not hold or share control, the content of this Code must be made known to the business partner(s), allowing the incorporation, whenever possible, of the guidelines recommended by it.
In addition, our directors, officers, committee members, employees, interns, and apprentices (hereinafter referred to as "Employees") must communicate the principles and standards of conduct contained herein whenever possible, especially to our suppliers, customers, or anyone else, entity, or authority with which MIndJect relates. However, it is important to note that this Code does not automatically apply to partners, customers, suppliers, or other third parties ("Third Parties") with which the company does business.
Therefore, in addition to the necessary measures before hiring these Third Parties, detailed below, our Collaborators must disclose our Code to Third Parties and demand a written commitment compatible with the standards of integrity established in this Code.
II. Compliance with laws and MIndJect's Internal Regulations
All Collaborators must comply with the laws and regulations applicable to their activities, as well as MIndJect's internal policies and procedures, and must also participate in the mandatory training offered by the company.
Even if there are discussions about cultural conditions or usual market practices, Collaborators are prohibited from going against the principles and concepts of this Code, existing internal rules, as well as laws and regulations.
If the employee is eventually confronted with a law that is more restrictive than the guidance of an internal rule adopted by MIndJect, the employee must respect what the law provides and communicate to the Processes and Risk Management area the need to review the said rule.
The Collaborator who knows or suspects non-compliance with this Code or MIndJect's regulations, or internal rules must immediately notify MIndJect through the Reporting Channel.
In case of doubt as to the legality of conduct, contact the compliance area for clarification.
III. Workspace
MIndJect does not tolerate any form of harassment, discrimination of any kind, physical or verbal violence, threats, or any actions that may violate human rights.
We want a work environment free of harassment, inappropriate innuendo, or discrimination of any kind based on race, color, nationality, origin, religion, sex or sexual orientation, social class, marital status, age, weight, height, physical disability, or any other personal and ideological characteristics.
Therefore, Collaborators must always act politely and respectfully, regardless of their hierarchical position, position, or activity.
1. Health, Safety at work and the Environment
All Collaborators and Third Parties, in the performance of their professional activities, must know and comply with the requirements related to environmental protection,
work safety, and their health, as well as act responsibly, without violating laws,
regulations, or norms of environmental protection, health and safety at work.
MIndJect guarantees the right to refuse to carry out an activity or task if the Employee identifies that there are no safety conditions at work for its performance.
MIndJect prohibits its Collaborators from working under the influence of illicit drugs or alcohol. The consumption of alcohol and illicit drugs, in addition to being harmful to health, can jeopardize the safety of Employees and their colleagues.
In case of accidents or inspections, the Employee must immediately notify the areas responsible for work safety and/or the environment.
2. Social Responsibility
All Collaborators must fulfill their social responsibility and protect MIndJect's reputation by timely exercising their civic duties and executing work with
quality and productivity. To this end, they must strive to provide excellent services, avoid waste, and respect the environment, cultural values, human rights,
and the social organization of communities.
IV. Confidentiality and privileged information
All Collaborators are required to maintain the secrecy and confidentiality of all MIndJect matters to which they have access and which have not been produced for public disclosure.
The use of credentials (IDs, passwords, and badges) is individual and non-transferable, and sharing them at any level is prohibited.
All information considered confidential and privileged must be used in strict compliance with one's professional activity and cannot be used for personal benefit or that of third parties, especially when the purpose is to trade securities for oneself or individuals close to them. MIndJect's confidential or privileged information cannot be displayed at workstations, printers, and meeting rooms, nor should it be discussed in public places such as elevators, taxis, or in meetings with unions, associations, and others.
V. Media and Investor Relations
MIndJect has specialized departments for communication with press outlets, shareholders, and investors. Any necessary contact with an investor, shareholder, or media outlet must be promptly reported to the Investor Relations and Press department.
Employees are not authorized to grant interviews or transmit information about the company and its activities, directly or indirectly, to any media outlets unless duly authorized by the Investor Relations and Press department. Likewise, any participation by Collaborators in external events representing MIndJect must be communicated in advance to the Investor Relations and Press department.
Collaborators are not authorized to engage in discussions with investors or market analysts, and disclosing information about company negotiations is strictly prohibited.
On social networks, Collaborators must ensure that all content posted is strictly personal. Unless previously authorized by the Investor Relations and Press department, the disclosure of photos or information related to the company's operations is not permitted. Furthermore, the disclosure of confidential data of customers, employees, suppliers, partners, or third parties is also strictly prohibited.
VI. Use of goods and resources
The goods and resources provided by MIndJect to its Collaborators must be used responsibly and exclusively for professional purposes.
Collaborators should not expect privacy with regard to devices and systems provided by MIndJect for conducting professional activities, including the internet, telephones, emails, software, hardware, and other tools.
MIndJect may monitor such devices and systems when necessary, as permitted by law. Under no circumstances should the goods and resources made available by MIndJect be diverted for personal use or illicit purposes.
VII. Internal books and records
MIndJect and its Collaborators must maintain up-to-date, accurate, and complete accounting and financial books and records in strict adherence to applicable legislation and accounting standards. All Collaborators are responsible for ensuring the accuracy of recorded information, enabling MIndJect's shareholders to transparently monitor the company's performance.
All information and internal records produced, circulated, or stored in MIndJect's systems or equipment are the exclusive property of the company and must not be used for personal purposes.
Relevant information generated by employees during their tenure at MIndJect must be retained within legal deadlines and in compliance with internal procedures. Collaborators are prohibited from erasing, destroying, or removing any of this information or documents after their relationship with MIndJect ends.
VIII. Anti-Corruption
MIndJect has a zero-tolerance policy for any form of corruption. Under this Code, a 'public agent' refers to anyone who, in Brazil or abroad, holds a position, job, or public function in state bodies, entities, diplomatic representations, or controlled legal entities, whether directly or indirectly by public authorities, in international public organizations, or in political parties, even if temporarily or without remuneration. Family members of public agents must also be treated as public agents, including spouses, partners, grandparents, parents, siblings, children, nieces, nephews, aunts, uncles, and first cousins, as well as the spouses of the individuals mentioned above and any other individuals who share the same domicile.
It is strictly prohibited for Collaborators to offer, promise, or give, directly or indirectly through third parties, any undue advantage to public or private agents (in cash, goods, services, or any other benefit) with the aim of influencing decisions that affect MIndJect's business or for personal gain.
An example of an undue advantage is the payment of 'facilitation fees,' which involves giving money or other benefits to a public agent to expedite a process, such as the issuance of an official document. Such behavior with the intention of influencing decisions by public officials is strictly prohibited by this Code.
Collaborators are also prohibited from promising, offering, or giving any economic advantage to public agents, even if small, such as covering a meal or travel expenses, when the applicable law or regulation does not allow it. Check with the compliance area before incurring such expenses to ensure compliance with the law.
BRIBERY: an illicit act that consists of inducing someone to perform a certain act in exchange for money, material goods, or other private benefits.
EXTORSION: the act of forcing someone to adopt a certain behavior, through threat or violence, to obtain advantage, reward, or profit.
CORRUPTION: act of asking for or accepting undue advantage, for oneself or third parties. Whoever offers or pays the undue advantage incurs the same penalties. he crimes of corruption provided for in the Penal Code deal only with deviations committed against the Public Administration, based on acts of impropriety by a public agent.
If you are in danger as a victim of extortion, your safety should be your priority. However, you must immediately report the incident to the MIndJect Reporting Channel so that the company can take the appropriate legal measures.
In case of extortion where violence or serious threats are involved, causing embarrassment due to the demand for an economic advantage for a third party or public agent, your safety remains the top priority. Nevertheless, you must still report the incident to the MIndJect Reporting Channel for the company to take the necessary legal actions.
It's important to note that a simple request for an undue payment, without the presence of an immediate threat of physical violence or serious material harm, may not meet the legal requirements for characterizing extortion.
1. Relationship with the Public Administation
MIndJect requires its Collaborators to interact with the public administration and public agents ethically and with strict legality.
When such contacts are intermediated by professional service providers, such as lawyers, consultants, or brokers, Collaborators must formalize such action in writing and include compliance clauses appropriate to the nature of the activity.
Employees must act correctly in all their contacts with public agents, such as obtaining or renewing licenses or authorizations, participating in public tenders or contracts, monitoring inspections, and judicial or administrative proceedings, among others.
In addition to being prohibited from offering or giving, directly or indirectly, an undue advantage to a public agent, or a third party related to him, the Collaborator is strictly prohibited, directly or indirectly through third parties, from performing any act against the national public administration. or foreign, including, without limitation:
- Financing or paying for the commission of illicit acts, as well as hiding or disguising interests or beneficiaries of illicit acts;
- Manipulating or defrauding public tenders or administrative contracts; or
- Making the investigation or inspection activities of public bodies, entities, or agents difficult, or intervening in their activities.
The Collaborator who represents MIndJect before public agents in hearings or meetings must be accompanied by at least one other Collaborator and formalize the meeting in writing, by email, or with the corresponding entity, also observing the provisions of the other internal regulations of the Company.
Employees also cannot make any donation to a political party or candidate for public office in the name of MIndJect resources. Additionally, MIndJect does not allow party activities during working hours or within its premises and requires Employees to leave the Company if they intend to run for public office.
2. Who are the Public Agents
Whoever holds a position, job, or public function in national or foreign state entities. Ex.: Judges, prosecutors, defenders, inspectors, advisors to authorities.
State-owned enterprises or subsidiaries of state-owned enterprises or public international organizations. Ex.: Employees of public or mixed economy companies. Members of a royal family. Several countries in the world have royal families, such as Saudi Arabia, Spain, Sweden, and Japan. The members of these families. For example, Kings, Queens, Princes, Princesses.
IX. Activities that require special care
1. Hiring of Suppliers, Donations and Sponsorships
Some activities present greater legal and compliance risks for MIndJect and its Collaborators, and require special care:
- Suppliers: the selection, contracting, and payment of suppliers of products or services must be based on the legitimate need and technical, professional, ethical, and sustainable criteria, guaranteeing MIndJect the best cost-benefit ratio, without the interference of the personal interests of any Collaborator, always through duly formalized contracts or purchase requisitions. In respect of its values and principles, MIndJect Projetos Industriais will privilege the relationship with Third Parties that adopt practices of ethical integrity in the development of their business.
- Joint Ventures: as these are companies formed with a common objective, MIndJect can be held responsible for the corrupt activities of its partners in a joint venture (companies with a shareholding of the Company together with another company).
- Donations to non-profit entities: donations to non-profit, philanthropic, or charitable entities must be made, for legitimate purposes, to entities institutionally defined by MIndJect, and based on technical criteria and through a written contract.
- Sponsorships: Sponsorships are allowed provided they are carried out by MIndJect's internal regulations, with a legitimate purpose and fair market value, for the promotion or dissemination of the MIndJect brand, through the hiring of a legal and reputable institutional counterpart, selected based on technical criteria and through a written contract.
For the aforementioned cases and others provided for in the internal rules of MIndJect Projetos Industriais, the responsible Employees must obtain the necessary information for a diligent risk assessment (due diligence), fill in the applicable forms and, if necessary, obtain approval from the hiring by the compliance area, always observing the other MIndJect internal rules.
Due diligence is intended to assess the reputation and experience of such Third Parties, as well as to determine whether any of the Third Party's owners, officers, directors, employees, or affiliated companies are government officials.
2. Offer and receive commercial courtesies
As long as the addressee is not prohibited from receiving them, as long as they are not motivated by corrupt intent, and provided they are not excessive or inappropriate (i.e. adult entertainment), MIndJect Contributors may individually receive and offer, promise, or give (as the case may be) the following types of business courtesies:
- Institutional gifts with the name or logo of MIndJect, client, supplier, or private civil society entities such as pens, diaries, and caps, among other promotional items of modest value;
- Meals with a clear commercial purpose or when the Collaborator is on official representation of MIndJect, provided they are limited to a modest amount and unusual; That's it
- Cultural or sports entertainment, with a clear commercial objective or institutional representation of MIndJect, as long as it is limited to a modest amount, without regularity and with the participation of the Collaborator.
As a general rule, MIndJect Projetos Industriais establishes as a modest value, for purposes of limiting the courtesies listed above, the value of $ 41.00 (forty-one dollars).
Expenses related to accommodation, including food, tickets and local transportation involving Third Parties or public agents must be pre-approved, in writing, by MIndJect's compliance area. To obtain prior authorization, the Employee must complete the specific form, indicating, among others, the following data: (1) the amount and description of the expense; (2) the recipient's name, title, and employer; and (3) the reason why the expense is occurring.
Some general guidelines regarding business courtesies should be observed:
- Payment must be made directly to the service provider, when applicable (eg hotel, airline, etc.);
- If there is a contractual provision for payment of per diems, payments must be made by check or bank transfer to an agency or another company, never directly to an individual, and must be documented using a receipt. Payments must not be made in cash under any circumstances;
- The cost of accommodation, food, and tickets must be limited to public agents or third parties, and cannot include expenses related to their family members or guests;
- The travel invitation must be addressed to the agency where the public agent works or to the company where the Third Party works, and never directly to the person who is going to travel.
Any exception to these rules for offering business courtesies must be registered and approved in MIndJect's compliance area.
X. Respect for competition rules
MIndJect Projetos Industriais demands respect for free competition. Employees must not infringe competition laws and regulations, and any practice or act aimed at frustrating or defrauding competition or fixing prices is prohibited, such as dividing customers, market, territory or products, manipulating bids or competitive processes, boycotting suppliers or customers, controlling the offer of services or products, among others.
XI. Prevention of Conflicts of Interest
MIndJect does not allow its Collaborators to obtain personal advantages or be influenced in their professional functions by the existence of conflicts of interest.
MIndJect must be immediately informed whenever the personal interests of an Employee come into conflict with the interests of MIndJect, either due to a fact that has already occurred or due to circumstances that have not yet materialized.
It is extremely important for the Employee to be transparent with the compliance area to resolve a situation of apparent conflict of interest. For example, if an Employee's spouse works in a company that provides services to MIndJect, this fact must be communicated so that the Company can adopt measures that protect the Employee from becoming involved in a possible conflict of interest.
Collaborators must also avoid circumstances that may generate conflicts of interest between MIndJect and the government, thus understood as situations generated that may compromise the collective interest or unduly influence the performance of the public function.
Acting in a conflict of interests may be illegal and generate serious consequences for the Collaborator and for MIndJect. Some examples of serious and prohibited conflict of interest situations include, but are not limited to, the following:
- Use or share confidential or privileged information to generate personal or family gain, for example, to profit from the purchase and sale of shares of MIndJect or its customers;
- Hiring companies belonging to public agents or their family members to influence the decisions of the public agent;
- Hire a friend or family supplier, under less favorable conditions for the Company, when compared to those practiced in the market by third parties with equivalent capacity;
- Accept external responsibilities of a personal nature that may affect your performance in the company or help MIndJect's competitors; or
- Use MIndJect resources to meet particular interests.
XII. Disciplinary Measures
Employees who do not comply with this Code, the laws and regulations applicable to their activities, as well as MIndJect's internal regulations, may be subject to disciplinary measures appropriate to the misconduct, including verbal or written warnings, suspension, or termination of the employment contract for just cause.
Depending on the nature of the violation, MIndJect reserves the right to report the offense to the relevant authorities, which may result in the application of legal sanctions.
Any attempt to prevent, obstruct, or discourage Collaborators from reporting what they believe, in good faith, to be a violation of this Code, applicable legislation, or any other MIndJect internal regulation is strictly prohibited.
XIII. Complaint Channel
The MIndJect Reporting Channel ("Reporting Channel") must be used to report violations related to the Code, laws, regulations, or the company's internal regulations, and can be accessed by Collaborators and third parties, such as suppliers, customers, and the community.
It is very easy to use the Reporting Channel: the person can make their report through the website:
In addition, the person does not have to identify themselves if they do not want to. The Denouncement Channel is confidential and maintained by a company independent of MIndJect, which guarantees the anonymity of the whistleblower if they so wish.
MIndJect guarantees that the collaborator who complains will not be harmed. MIndJect will not allow any type of retaliation for reporting or legitimate communication of suspicion or concern through the Reporting Channel.
Last updated October 24, 2023
