Introduction
BASE39 ("BASE39") is committed to conducting its business in an ethical, transparent manner and in compliance with all applicable laws and regulations. As part of this commitment, the Company adopts this Anti-Corruption and Anti-Fraud Policy to prevent and combat corruption, bribery, and other fraudulent practices, in accordance with Law 12.846/2013, known as the Anti-Corruption Law.
Prohibition of Corruption and Bribery
BASE39 strictly prohibits all employees, directors, agents, contractors, business partners, and anyone acting on behalf of BASE39 ("Interested Parties") from engaging in any form of corruption or bribery. This includes offering, promising, giving, receiving, or soliciting bribes, kickbacks, improper gifts, favors, facilitation payments, or any other illegal or unfair advantage, directly or indirectly, to any person, including public officials, customers, suppliers, business partners, or related third parties.
Conflict of Interest
Interested Parties must avoid conflicts of interest that may compromise their impartiality and integrity. They must promptly disclose any actual or potential conflict of interest to the Company’s senior management and refrain from participating in any decision in which they have personal interests that could objectively affect BASE39.
Accurate Accounting and Financial Records
Interested Parties are required to maintain accurate, complete, and transparent accounting and financial records that fairly and accurately reflect BASE39's transactions and assets. It is prohibited to falsify, manipulate, or omit financial or accounting information, as well as to create unauthorized records.
Third-Party Due Diligence
Before establishing business relationships with third parties, such as suppliers, agents, joint venture partners, or intermediaries, Interested Parties must conduct appropriate due diligence to ensure that these parties comply with applicable anti-corruption and anti-fraud laws. BASE39 should not engage with third parties that pose a significant risk of involvement in corrupt or fraudulent practices.
Whistleblower Channel and Investigation
BASE39 establishes a confidential and anonymous whistleblower channel to report suspected corruption, bribery, or any other fraudulent activity. All reports will be treated confidentially and investigated fairly and impartially. There will be no retaliation against anyone who makes a good-faith report.
Integrity Program
BASE39 will implement and maintain an effective Integrity Program, consisting of measures and internal procedures designed to prevent, detect, and remedy acts of corruption and fraud. The Integrity Program will include:
Commitment from senior management to promote a culture of integrity and ethics; Risk analysis to identify and mitigate areas of higher vulnerability to corruption and fraud; Clear internal policies and procedures that prohibit corruption and establish clear guidelines for ethical conduct; Regular and ongoing training for employees and relevant interested parties on the anti-corruption and anti-fraud policy, as well as applicable legislation; Adequate internal control mechanisms to ensure compliance with anti-corruption policies and procedures; Continuous monitoring, review, and enhancement of the Integrity Program.
Cooperation with Authorities
BASE39 will fully cooperate with the competent authorities in investigations related to acts of corruption or fraud. BASE39 will provide all necessary information and documentation to assist in the investigations, within the limits of the law.
Third-Party Accountability
BASE39 will require its third parties, such as suppliers, agents, and business partners, to adhere to the ethical and anti-corruption standards established in this policy. A due diligence process will be conducted to assess the integrity of these third parties and ensure they comply with applicable anti-corruption and anti-fraud laws.
Record Keeping and Transparency
BASE39 will maintain adequate records of all relevant transactions and activities, including information about payments, contracts, and other business transactions. BASE39 will ensure the accuracy and transparency of these records as required by applicable legislation.
Assessment and Monitoring
BASE39 will conduct periodic assessments to ensure the effectiveness of the Integrity Program and the Anti-Corruption and Anti-Fraud Policy. Internal audits will also be conducted to monitor compliance with anti-corruption and anti-fraud policies and procedures.
BASE39 is committed to promoting a culture of integrity, ethics, and compliance, and expects all interested parties to act in accordance with these principles. Non-compliance with this Anti-Corruption and Anti-Fraud Policy may result in disciplinary actions, termination of contracts, and other appropriate measures, in accordance with current legislation.