A point in favor of good governance practices: among the 80 most liquid companies in the Brazilian stock market, which make up the sampling universe for our Comply or Explain section, only 15 do not follow a code of ethics or conduct. This kind of document is recommended by the Brazilian Institute of Corporate Governance (IBGC) as a way to formalize the assumptions of relationships with the public inside and outside the company. Most companies that do not follow such a code recognize its importance and say that it's just a matter of time before they do.
Positivo Informática is currently writing its Code of Alignment and Conduct, which should be complete by the end of this semester. The company clarifies that good governance is being implemented gradually, so as to guarantee the "sustainability of its operations and of its relationships with stakeholders". Cyrela says that, since it went public in September 2005, it has been working on plans to officialize a series of good governance practices that were already "deeply rooted in its culture". A code is on that list.
GVT explains that its internal environment is quite informal and it has always adopted policies and procedures based on mission, vision and values. Now its main guidelines have been compiled into a single document, named the GVT Ethics and Conduct Code, which will be released in June. Natura chose a different model. It has adopted a document deemed more comprehensive than a traditional ethics code, which is known as the Relationship Principles and based on the beliefs and values that govern the company's actions. In Natura's view, ethics "results from relationships, whose principles are pre-established in the document" and "cannot be encoded".
The BM&FBovespa's ethics code is being produced by its directors and will be submitted for approval by the management board. At CESP, the document has been finalized and is expected to come into effect before the end of this semester, after completion of the rules for the conduct committee. PDG Realty and Klabin have said that they are in the final stretch before the code is adopted - they are just awaiting approval by their board of directors. Usiminas affirmed that it is aware of these best practices and is considering whether it will adopt an ethics code.
Natura chose a document that it deemed more comprehensive: "Ethics results from relationships and cannot be encoded”
For the IBGC, "every corporation must apply a code that will commit management and employees to the principles and policies defined by the board of directors. The document must also define social and environmental responsibilities". It is recommended that the document include themes such as discrimination in the work environment, drug and alcohol use, receipt of gifts, donation guidelines, proper tax payment, and stock trading policies, as well as possible conflicts of interests.
The people that comprise organizations make their principles and beliefs implicit by how they behave and engage in relationships with society and among themselves. A code offers a way to systematize, reveal and divulge these behaviors.
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