CODE OF ETHICAL CONDUCT AND STATEMENT OF COMMITMENT​

Preamble

A Message from Our President

For all who do business with our Company.

For any business as for any person, reputation is a priceless asset. At Brasco Enterprises, our reputation as a responsible company and a good corporate citizen has been earned over many years, and must be maintained and safeguarded if our organization is to grow and prosper globally. We are extremely proud of Brasco Enteprises’s reputation, and believe every employee and director shares in that pride.

 

To maintain the confidence and trust that our stakeholders have placed in us, every business decision and every action on Brasco Enterprises’ behalf must be assessed in light of whether it is right, legal and fair. Ethical lapses at any level in the organization can quickly destroy that trust and confidence, leading to significant consequences that in some cases threaten its very existence.

 

Thank you for your ongoing efforts on behalf of Brasco Enterprises, and for helping to preserve our reputation as a responsible corporate citizen.

 

Sincerely,

 

Dauro Löhnhoff Dorea

 

 

 

Introduction and Summary

 

 

The Code of Conduct and Ethics (“Code”) establishes the standards that govern the way we deal with each other, our clients, shareholders, governments, suppliers, competitors, the media and the public at large. Complying with the Code is part of the terms and conditions of doing business of any kind, including but not limiting to employment with Brasco Enterprises, LLC. (“Brasco Enterprises”) together with its wholly-owned subsidiaries (“Brasco Group”).

 

As a responsible business enterprise and corporate citizen, Brasco Enterprises is committed to conducting its affairs to the highest standards of ethics, integrity, honesty, fairness and professionalism – in every respect, without exception, and at all times. While reaching our business goals is critical to our success, equally important is the way we achieve them. Every employee, director, consultant, agent, representative, shareholder or whomever works or provides services for Brasco Enterprises is expected and required to assess every business decision and every action on behalf of the organization in light of whether it is right, legal and fair. This applies at all levels of the organization, from major decisions made by the Board of Directors to day-to-day business transactions. The Code is intended to help all Brasco Enterprises’ staff and team meet these expectations and make such assessments.

 

In recent years, the number of news stories regarding ethical lapses at many leading organizations reminds us of the critical importance of a strong ethical culture. By following the ethical practices outlined in the Code and incorporating elements of Brasco Enterprises Framework in our day-to-day activities, we will continue to promote a culture of high integrity at Brasco Enterprises worldwide and reduce the risk that our actions will cause harm to Brasco Enterprises and Brasco Group.

 

Conveying a strong ethical culture starts with the “tone from the top” as highlighted in the introductory message from our Group President.

 

However, it is equally important for all of our leaders to consistently demonstrate unwavering integrity and to promote awareness and compliance with the Code.

 

The Code sets out a common baseline of ethical standards required of all of us. The Code also references other Brasco Enterprises policies in specific areas. It is important to note that certain business segments, regions or roles also have supplementary or jurisdiction-specific codes of conduct and policies, compliance manuals, sales guidelines, operational procedures etc. with which their employees, directors, consultants, agents, representatives and service providers must also comply.

 

Within this framework, employees and directors are expected to exercise good judgment and be accountable for their actions.

 

 Furthermore, all employees, directors, consultants, agents, representatives and service providers bound by the Code are obliged to report, in a timely fashion, any violations of the Code we may witness or reasonably suspect.

Applying the Code

Not every situation can be addressed specifically in the Code. We are expected to apply the principles outlined in the Code in exercising our judgment when we face questions or issues that do not present obviously correct answers or approaches. It may be helpful for us to apply a process to making these types of decisions as set out below.

 If we are still uncertain, we should seek the advice and direction of a more senior Brasco Enterprises staff so that all relevant interests are fully recognized and properly served:

Step 1: When we recognize that we are faced with a challenging ethical decision, we should collect the necessary information, and consider what is right, legal and fair, without rationalizing.

Step 2: We should consider the available options and weigh the business and ethical pros and cons. Consider the impact of the options on Brasco Enterprises’ different stakeholders. Think about the long-term impact of our decision.

Step 3: We should develop a preliminary decision and test it by asking ourselves:

“Does it strike the right balance?”, “Do I think I would be able to explain the decision to those affected by it, or even to my close family members in a way that would not embarrass me or Brasco Enterprises?”, “Might this decision harm Brasco Enterprises’ or my reputation?” and “Should I get help from my manager or others to make the decision?”

 

Step 4: We should make the decision and be transparent. We should acknowledge difficult ethical decisions that make us uncomfortable and may in fact require us to choose between two imperfect outcomes and feel free to review them with our managers. Our President is expecting us to make decisions that are right, legal and fair.

 

Respecting the Law and Making the Right Decision

Concern for what is right should be our first consideration in all business decisions and actions, and that includes compliance with the law.

We need to be familiar with and observe all laws and regulations relating to Brasco Enterprises in the jurisdiction(s) in or for which we work. We must avoid performing any task that could reasonably be considered legally suspect, even if it might be common practice in the country or region.  Adhering to the requirements in the Code and Brasco Enterprises’ other policies and procedures that relate to our business segment and job function will help us fulfill these requirements. We will not knowingly assist or allow clients to take actions which would violate the law. We will not knowingly induce an employee of another organization to breach that organization’s code of conduct or the law. If we have any doubt at all, we should seek advice and direction from a senior staff member.

Demonstrating Personal Integrity

A. Criminal Record

 

As an employee, director, consultant, agent, representative or service provider you must inform the management when you are charged with a criminal offence, and again if you are found guilty of, or plead guilty or no contest to, a criminal offence, including providing information related to the situation.

 

Many motor vehicle-related offences of a less serious type (e.g., minor traffic violations, speeding) are not criminal offences, and do not have to be reported. If you are not sure whether a charge, guilty finding or plea should be reported, you should discuss the situation with your manager.

 

B. Excessive Personal Debt

 

At Brasco Enterprises, we are in the business of managing other people and companies’ businesses overseas. Therefore, as employees, directors, consultants, agents, representatives and service providers we are expected to responsibly manage our own finances.

 

Employees, directors, consultants, agents, representatives and service providers experiencing personal financial difficulties should discuss the situation with their manager or their business head.

 

C. Gifts and Entertainment

 

We may not accept, offer or give, directly or indirectly, gifts, entertainment or other benefits of value (referred to as “Gifts” in this section) having more than nominal value from or to existing or potential clients, suppliers, employees or others doing or seeking to do business with Brasco Enterprises. Furthermore, as noted below, we must never accept, offer or give, directly or indirectly, Gifts of any value where they may be construed as an attempt to bribe or influence a decision. We must also never solicit Gifts of any size at any time.

 

To determine nominal value we should consider whether the Gift could reasonably be construed as an attempt to influence our behavior or that of Brasco Enterprises (or, in circumstances where we are offering or giving the Gift, the behavior of the recipient or their organization), as well as the value of the Gift in relation to our personal situation (or that of the recipient).

 

It is also important to consider the circumstances, nature and timing of the Gift. If the potential recipient of a Gift or one of their family members is, or could be perceived as a member of government or employed by a state-owned or state-controlled agency of, or business in, our country or a foreign country or a public official, we must also make sure that we are complying with the Anti-Bribery and Anti-Corruption Policy and any related policies and procedures, as very serious penalties may be triggered.

 

We may give Gifts of nominal value provided they:

 

  • Are not in cash or readily convertible to cash (such as securities, bank checks or money orders);

 

  • Are consistent with accepted business practice;

 

  • Cannot be construed as an attempt to bribe or influence, or as a form of payment for a particular transaction or a referral;

 

  • Do not contravene any law and would not compromise our integrity or that of Brasco Enterprises (or, in circumstances where we are offering or giving the Gift, the integrity of the recipient or their organization); and

 

  • Would not adversely affect our reputation or the reputation of Brasco if knowledge of the Gift was to become public.

 

There may also be times when we are invited out of town to attend a networking, educational, sporting or other event as a guest of an existing or potential client or supplier.

We cannot accept an offer by the third party to pay for our travel and accommodation costs, and we should be alert to the fact that attending these events often creates the appearance of a conflict of interest even when we pay for the travel costs ourselves. Accordingly, before accepting any such invitation, we must first obtain approval from either the head of the team or the central management in California.

D. Alcohol and Substance Abuse

Brasco Enterprises is committed to providing a work and business environment that is free of alcohol and substance abuse.  Accordingly, we will not:

  • Consume alcoholic beverages during working hours in quantities that affect work performance or impair conduct or judgment;

  • Consume, provide or serve alcoholic beverages in Brasco Enterprises’ business locations, except when approved by a senior manager of the business or the central management in California;

 

  • Provide or serve alcoholic beverages in Brasco Enterprises business locations or at Brasco Enterprises events to individuals (including employees, consultants, agents, representatives and service providers) who are under the legal drinking age or who are impaired; and

 

  • Consume, possess, sell or distribute illegal substances, especially while in or on Brasco Enterprises premises, (including buildings, parking lots, surrounding grounds and in Brasco Enterprises owned or leased vehicles), at any Brasco Enterprises function, or at any time when one could be identified as a Brasco Enterprises employee, director, consultant, agent, representative or service provider.

 

When alcoholic beverages are served and consumed at Brasco Enterprises business premises or events, the most senior manager responsible for the premises or event is responsible for putting procedures in place to comply with this section. As we are all responsible to maintain a healthy and safe workplace, we should take reasonable steps to prevent any co-worker, client, supplier or other guest from driving while impaired, or report any situation to a responsible member of management.

 

E. Human Rights, Diversity, Inclusion and Preventing Violence in the Workplace

 

Brasco Enterprises is committed to conducting all its affairs with fairness and equity and fostering a unique and inclusive culture by providing a safe and respectful work environment that is free from harassment, discrimination and violence of any kind. In support of this commitment:

 

  • Brasco Enterprises will not condone, tolerate or ignore any harassment or discrimination on any ground protected by applicable law or against Brasco Enterprises’ values and moral standards.

 

  • Brasco Enterprises will not condone, tolerate or ignore violence or threats of violence.

 

  • Every employee and potential employee, as well as every client, supplier, consultant, agent, representative, service provider or other person in a business relationship with Brasco Enterprises must be treated with dignity and respect.

 

  • Every employee, director, consultant, agent, representative or service providers is responsible for treating others with dignity and respect.

 

  • Employees, directors, consultants, agents, representatives and service providers must report any inappropriate behavior of which they are aware or suspect.

 

F. Social and Environmental Responsibility

 

Any employee, director, consultant, agent, representative, service provider, supplier or any third party doing business with or for Brasco Enterprises shall not engage in or support the use of child labor, forced labor or any other form of illegal exploitation of labor, including other activities that directly or indirectly, harm the basic principles of human dignity and/or reduces a person to a condition similar of slavery.

 

Brasco Enterprises, its employees, directors, consultants, agents, representatives, service providers, suppliers or any third party doing business with or for Brasco Enterprises shall fully comply with all international legal standards that rule this matter, particularly the Conventions 29 and 105 of the International Labor Organization – ILO (Forced and Bonded Labor), 182 (Worst Practices of Child Labor) and the United Nations Convention on the rights of the child. All service providers and suppliers must require and demand that such observance be strictly respected and followed by any participants in its production chain.

 

Brasco Enterprises, its employees, directors, consultants, agents, representatives, service providers, suppliers or any third party doing business with or for Brasco Enterprises shall be committed to developing and implementing a coherent social and environmental policy that demonstrates good practices in its production chain.

 

As part of this obligation, Brasco Enterprises, its employees, directors, consultants, agents, representatives, service providers, suppliers or any third party doing business with or for Brasco Enterprises shall manage the environmental and social impacts of its activities and shall not use any practice, material or method that may harm in any way the environment, clients, consumers or any third party.

G. Use of the Internet, Email and Electronic and Social Media

 

When employees, directors, consultants, agents or representatives use Brasco Enterprises electronic communication devices, communicate over Brasco Enterprises electronic networks or discuss Brasco Enterprises subject matter, they must comply with the Brasco Enterprises Electronic Communication & Social Media Policy and the Social Media Guidelines.

 

Brasco Enterprises’ expectations apply whether we are in a Brasco Enterprises workplace or working remotely in a non-Brasco Enterprises location. Our communications should be respectful, responsible and professional in tone and must not violate the Code, the Electronic Communication & Social Media Policy or other applicable policies.

 

For example, employees must not knowingly transmit, view, generate, print, retrieve, download or store any communication of a discriminatory, defamatory, obscene, damaging (such as viruses), threatening or harassing nature, or any material that is inappropriate for the business environment (such as sexually oriented literature or pictures, or internet and other rumors).

 

Unless we are authorized to do so, we may not publicly comment, post or speak on behalf of Brasco Enterprises or disclose confidential, proprietary, restricted, internal or personal information that is not publicly known.

 

H. Irregular Business Conduct

 

Irregular business conduct (which includes any criminal, fraudulent or illegal conduct, any impropriety, lack of professional responsibility or dishonesty) will not be tolerated under any circumstances.

 

Such conduct may not only be subject to internal disciplinary action but may also lead to criminal prosecution, regulatory action or civil suit. Some of the most serious types of violations are described below:

 

  • Anti-Competitive Behavior – Generally, an agreement or arrangement with a competitor to fix prices (e.g., to set interest rates, fees, prices etc.), allocate markets or restrict supply will be illegal. As competition laws are very complex and vary by jurisdiction, we should seek guidance from the central office in California in any circumstance that might be perceived as anti-competitive.

 

  • Bribery and Corruption – As a general rule, “anything of value” offered, promised or given to a recipient, directly or indirectly, in order to induce or reward the improper performance of a function or an activity, can be considered a bribe. In all instances, whether an action will be considered a bribe will depend on if it was presented for the wrong reasons. Bribes come in many forms and activity may be construed as such anytime there is the giving or receiving of an undue reward to influence another party’s behavior. Some specific examples of undue rewards that can constitute a bribe include cash, Gifts, business opportunities or contracts, travel, entertainment and other expenses.

 

  • Commission Sharing – The sharing of commissions such as finders’ fees or secret commissions with any other employee or director, agent or broker who is not licensed to buy or sell the service or product in question, or who is not part of an established commission-sharing program, is prohibited.

 

  • Due Diligence – When we are responsible for due diligence processes before committing Brasco Enterprises to any business transaction, we must exercise due care and follow business policies, practices and procedures in carrying out these activities.

 

  • Forgery, Falsifying Documents and Records – Improperly creating or reproducing, or falsifying a signature or initial, or otherwise creating a false document will not be tolerated under any circumstances.  We must not intentionally complete inaccurate reports, forms or other documents that are relied upon by Brasco Enterprises to be an accurate record of the circumstances, or that are disclosed publicly or directly to third parties, including government agencies and regulators.

 

  • Money Laundering – Brasco Enterprises is committed to taking all reasonable and appropriate steps to prevent persons engaged in money laundering from utilizing Brasco Enterprises products or services to do so. Making the proceeds of criminal activity appear as if they came from legitimate sources is a criminal offence, and so is knowingly failing to report transactions or activities where there are reasonable grounds to suspect they relate to money laundering. We must not knowingly initiate or be party to money laundering, scams or, still indirectly, be benefited of any shady operations whether is money laundering or any other illegal or immoral activity.

 

  • Terrorist Financing – Brasco Enterprises is committed to preventing the use of its services for terrorist backing purposes. We will not knowingly deal, directly or indirectly, with any person, entity or group subject to anti-terrorism measures or whom we believe or have reason to believe is involved in the financing of terrorism activities.

  • Theft and Fraud – Defalcation, embezzlement, fraud, theft or misappropriation of funds or property belonging or entrusted to Brasco Enterprises is strictly prohibited.

 

  • Tied Selling – We cannot coerce or impose undue pressure on a client to buy another product or service or to transfer other business to Brasco Enterprises as a condition of approving a request for a Brasco Enterprises product or service.

 

  • Trading Accounts – Opening or operating a trading account in the name of any Brasco Enterprises business unit with any broker or investment dealer, or knowingly allowing a broker to do so, without the prior written approval of their regional office or business head, is prohibited.

 

I. Dealing with Brasco Enterprises Assets

 

We must make every effort to protect all Brasco Enterprises property and assets from theft, fraud, harm, loss or misuse, especially those that are in our custody or control and are our responsibility.  These may include cash, negotiable instruments such as drafts, money orders, securities or certificates, premises, equipment, Brasco Enterprises records, client or employee information, or computer resources and information systems, including laptops. They also include all information exchanged between Brasco Enterprises and its clients, employees or business partners, which must be kept secure from third parties.

 

If we become aware of or suspect any actual, potential or attempted theft, fraud, harm, loss or misuse of Brasco Enterprises property, we must immediately notify our manager or other appropriate Brasco Enterprises official. Brasco Enterprises property that is entrusted to us may be used only for the purpose of executing our accountabilities with Brasco Enterprises, except to the extent that non-business use is expressly permitted.

I. Brasco Enterprises Brand

 

As employees, directors, agents, representatives, consultants or service providers we must avoid using Brasco Enterprises communications materials for personal reasons (except as expressly permitted) as this could lead to a misunderstanding and possibly damage Brasco Enterprises’ reputation.

 

Specifically, care should be taken in the use of Brasco Enterprises stationery (including forms, letterhead and envelopes), faxes where the name, address or phone number of any Brasco Enterprises company, business segment or department appears on the fax, or emails (paper or electronic copies) where the @website is a Brasco Enterprises website.

 

Brasco Enterprises® is a trademark registered with The United States Patent and Trademark Office and belongs to Brasco Enterprises, LLC.

 

K. Copyrighted Material

 

We must only reproduce and use software, videos, music and other copyrighted material licensed for use by Brasco Enterprises and in accordance with applicable copyright laws.

K. Reasonable Expenses

 

As employees, directors, agents, representatives or service providers, we are required to comply with the Brasco Enterprises Employee Reimbursement Policy and claim only reasonable expenses actually incurred for Brasco Enterprises business within Brasco guidelines. In addition, we must only use a Brasco Enterprises corporate credit card for proper Brasco Enterprises business expenses in accordance with applicable policies and procedures. In particular, use of a Brasco Enterprises corporate credit card for personal charges (including cash advances) is strictly prohibited.  

Managing Conflict of Interest

A. Introduction to Conflicts of Interest

In keeping with expectations regarding ethical corporate conduct, clients and the public have a right to openness and honesty in all their dealings with Brasco Enterprises.

As representatives of Brasco Enterprises, we must avoid activities or circumstances that create conflicts between our personal interests and our responsibilities as employees, directors, agents, consultants, representatives or service providers.

Conflicts of interest arise when individuals have personal interests that may interfere with, or appear to interfere with, the independent exercise of judgment in business dealings. We must avoid having our decisions on behalf of Brasco Enterprises influenced by personal interests or to even be seen to be influenced by personal interests.

 For these reasons, actual, potential and perceived conflicts of interest (each a “Conflict” and collectively described as “Conflicts” in this section) must be carefully managed. The following Conflict of Interest sub-sections describe many of the more commonly encountered Conflicts, but we must always be alert to other situations that may give rise to Conflicts.

 

In any situation where there is a Conflict, we must bring the situation to the attention of our manager or the central management in California.

 

For purposes of this section, “relatives and people with whom we share a financial or close personal relationship” include for example, a spouse, domestic partner, party to a civil union, others with whom we share a romantic relationship, parent, child, grandchild, grandparent, sibling, guardian, roommate, business partner, co-investor, guarantor etc., but do not include nominal financial relationships. Parent, child and sibling include biological, adopted, step and in-law relations.

 

B. Conflicts Arising from Personal Benefit

 

A Conflict may arise where we may be motivated to act in a manner that is not in the best interests of Brasco Enterprises, our clients and/or our shareholders.

 

Often this is because we, or our relatives or people with whom we share a financial or close personal relationship, stand to benefit from the action in some way.

 

We must avoid acting in a manner that places our personal interests ahead of the best interests of Brasco Enterprises, our clients and/or our shareholders. As noted above, we must also avoid situations that might create the appearance of a conflict of interest whether or not it actually exists and whether or not we believe we would be improperly influenced.  Conflicts must be reported in accordance with this Code.

 

C. Corporate Opportunities

 

We must not use Brasco Enterprises property or information, our position in the organization, or our access to, or knowledge of Brasco systems, policies or assets:

 

  • for personal gain, or the gain of our ,

 

  • to compete with the organization, or

 

  • to take advantage of opportunities that are discovered in the course of conducting Brasco Enterprises business.

 

We are expected to advance the legitimate interests of Brasco Enterprises whenever the opportunity arises. Great care must be taken to avoid any Conflict when purchasing or selling assets or services from or to Brasco Enterprises, its clients or its suppliers. In specific cases, however, a personal opportunity may be approved provided that it is disclosed in advance and in writing to the central management in California and is determined not to be material.

 

D. Relationships in the Workplace

 

We must not give or receive any special consideration relating to employment or conditions of employment to or from relatives and people with whom we share a financial or close personal relationship. Our business and human resources decisions must be based on sound ethical business and management practices, and not influenced by personal concerns.

 

 

Relatives and people who share a financial or close personal relationship may not work in positions where there is an actual or potential conflict of interest (for example, where the positions serve as controls for each other, where there is a direct reporting relationship between them, or where either one has the authority to influence, directly or indirectly, any term or condition of employment of the other), unless the situation has been disclosed to the business unit executive and the central management in California involved and approval has been obtained.

 

E. Recommending Service Providers to Clients

 

Brasco Enterprises acts as a whole consolidator and service provider company that maintains contracts with a wide range of suppliers and service providers worldwide.

 

Therefore, if a client asks us to recommend an external service provider such as an accountant, lawyer or real estate agent, instead of recommending any professional, supplier or service provider we must, instead, provide the service under our suppliers or service providers’ services or products.

 

We may not provide any written or public endorsement or testimonial of any third party on Brasco Enterprises’ behalf without prior approval of the central management in California. www.brascoenterprisesgroup.com

 

F. Disclosing Interest and Abstaining from Participation

 

To avoid any actual, potential or perceived conflict of interest, we must disclose any interest we have in an existing or proposed material contract or transaction involving Brasco Enterprises in which we may have some influence or perceived interest. If we are an officer or director of an entity that is party to any such contract, that relationship must also be disclosed. These disclosures must be made at the earliest opportunity.

 

In addition, we must not have or be reasonably perceived to have influenced a decision with respect to a material or proposed material contract in which we have an interest described above.

 

Protecting Confidential Information

We may have access to confidential (non-public) information concerning Brasco Enterprises, our clients, suppliers or fellow employees.

 

 We have an obligation to comply with applicable laws and the policies and procedures of our business segment or jurisdiction pertaining to confidential information and we are all responsible to safeguard confidential information in our possession from unauthorized access.

 

If or when it is necessary for us to take, send or work on confidential information outside of Brasco Enterprises premises or systems, including when we are working from a non-Brasco Enterprises location, we must ensure it is appropriately protected, regardless of whether the information is in physical or electronic form.

 

A. Protecting Client Information

 

Client information must be kept private and confidential. We must not discuss or disclose any client information (including that an individual or institution is a client of Brasco Enterprises) to anyone outside of Brasco Enterprises unless we are required to disclose by law, are authorized to disclose by the client, or are directed to disclose in circumstances described in policies and procedures applicable to our business segment or region.

 

We must not access client information except in the normal course of our duties and with proper authorization or consent. In addition, we must not disclose or share client information with other Brasco Enterprises employees, consultants, agents, representatives or service providers who do not have a legitimate need to know the information.

 

B. Protecting Brasco Enterprises Information

 

We must carefully protect the confidential and proprietary information to which we have access, and not disclose it to anyone outside of Brasco Enterprises or use it without proper authorization, and then only for the proper performance of our duties.

 

We must also avoid discussing or disclosing it to other Brasco Enterprises employees, consultants, agents, representatives or service providers who do not have a legitimate need to know the information.

 

C. Computer Systems Security

 

When using Brasco Enterprises computer systems and accessing Brasco Enterprises information, we must be properly identified at all times. In addition, access to passwords must be strictly controlled.

 

It is our responsibility to take the necessary steps to protect our logon ID, password, digital signature or other means we use to identify ourselves to the Brasco Enterprises computer network.

 

This also applies to access given to third parties or agents through any shared system or direct access to Brasco Enterprises systems. We must also exercise vigilance in protecting Brasco Enterprises systems against computer viruses.

 

All computer hardware, software, e-mail, voicemail and internet accounts provided to employees, consultants, agents, representatives or service providers are the property of Brasco Enterprises and may be monitored, recorded and accessed by authorized Brasco Enterprises representatives in accordance with Brasco Enterprises policy and applicable law.

In addition, all information stored, processed or transmitted on any Brasco Enterprises system, network, equipment or device or external system used by Brasco Enterprises to conduct business, is considered the property of Brasco Enterprises.

 

Communication conducted over Brasco Enterprises’ internal network or any external network generally is not considered private. Communication conducted over external networks must be protected from unauthorized access (for example, with encryption).

 

When communicating via Brasco Enterprises’ internal network, we should consider the sensitivity and confidentiality of the information.

 

Work Environment

A. Appearance and Courtesy

To clients and prospective clients, the individual employees with whom they come in direct contact represent Brasco Enterprises.

Some business segments in Brasco Enterprises have formal dress codes and we should abide by such dress codes if they apply to us. In any case, our choice of work attire should be guided by what is appropriate for our clients. Work attire must be neat and clean and conform to the established dress standards of our business segment, having due regard to personal hygiene and grooming. We must also be courteous and respectful in all dealings with the public and other employees and in all other business relationships.

B. Health and Safety

Under Brasco Enterprises’ health and safety program we all share the responsibility of maintaining a healthy, safe and respectful work environment. We are all expected to observe the established health and safety policies, regulations and practices applicable to our business segments and jurisdictions and report accidents, injuries and unsafe equipment, substances, practices or conditions.

Complying with The Code of Conduct

A. Our Responsibilities

Every employee, director, consultant, agent, representative or service provider of Brasco Enterprises, in every location, every job, at every level, and at all times, is responsible to safeguard the reputation of Brasco Enterprises, including by complying with this Code.

B. Reporting Violations

If we become aware of or suspect any violation of the Code (or related policies, supplemental codes, compliance manuals, other duties owed toward Brasco Enterprises etc.) by any employee, consultant, director, service provider, agent or representative we have a responsibility to report it immediately to Brasco Enterprises. Generally, we are required to report violations to our manager, business head, regional office, and/or the central management in California, as the circumstances require.

 

Failure to report any violation of the Code may have serious personal consequences for us as an employee, consultant, director, service provider, agent or representative, as well as for the offender and itself constitutes a violation of the Code.

 

C. Retaliation

 

Brasco Enterprises is committed to protecting any employee, consultant, director, service provider, agent, representative, client or supplier from any form of retaliation or reprisal (also known as victimization in some jurisdictions) for reporting in good faith, a possible violation of the Code. Any employee, consultant, director, service provider, agent or representative who attempts (directly or indirectly) to intimidate or retaliate against anyone who makes such a report will face disciplinary action.

 

As such, if an employee, consultant, director, service provider, agent or representative within Brasco Enterprises in good faith suspects us of violating the Code, they are expected to report the situation to Brasco Enterprises, regardless of which business unit they work within or how they came to their suspicions.

 

D. Failure to Comply

 

It is our responsibility to be familiar with and understand the provisions of this Code as well as other applicable Brasco Enterprises policies, including those specifically identified in this Code.

 

Failure of an employee, consultant, director, service provider, agent or representative to comply with the Code or any other applicable policy may result in disciplinary action, including disciplinary documentation and unpaid suspensions, up to and including termination of employment, contract or relationship whatsoever. Directors of Brasco Enterprises are also required to comply with the Code.

Waivers

         

In certain limited situations, Brasco Enterprises may waive the application of sections of the Code.

2017 v.2 – © Copyright Brasco Enterprises, LLC.

1875 Century Park East, 7th floor, Los Angeles, CA, 90067

Tel.: 310-254-9700

© 2023 by Brasco Enterprises, LLC.

   Brasco Enterprises refers to one or more of Brasco Enteprises, LLC (BEL), its global network of business partners

    and associates, and their related entities. BEL (also referred to as “Brasco Enterprises Group”) and each of

    its member firms are legally separate and independent entities.

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