This code of conduct combines the principles of ethics and the parameters that guide SUPERINSPECT and which should guide the actions of its employees and partners in relation to their conduct, internal as well as external.

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GENERAL STATEMENT

SUPERINSPECT is committed to increasing its value in alliance with the customers and employees through the provision of quality services, maintaining a high level of legal and ethical standards in its business practices.

The focus of our Code of Conduct is the people. We believe that our entirety is more than our assets, operations and policies. Our staff, in other words, our team of employees is the essential ingredient that maintains SUPERINSPECT, establishes its reputation and ensures its progress and success.

This Code of Conduct was implemented by the Board of SUPERINSPECT and is a guide of basic behavior for all employees and partners. This code alerts the employees to critical issues that require consideration and caution. The Code of Conduct should be considered as a preventive instrument, designed to help prevent and detect violations of legislation and SUPERINSPECT policies.

This Code of Conduct does not have answers to all situations or dilemmas of “unexpected scenarios” which we may come across. The purpose of the Code is to provide guidance and acceptable behavior indicated in an ethical and legal manner.

RELATIONSHIP WITH CLIENTS

SUPERINSPECT is committed to the development of long-term relationships with our customers and communities in which the Company operates, as well as with our suppliers.

Customers should be treated with kindness, courtesy and respect, the information must be provided in a quick, clear, precise and transparent manner; the treatment must be equal and without distinction driven by personal interests or feelings.

However, employees of SUPERINSPECT may not give in to any pressure or advantage to adjust results, with intent to meet the commercial/contract conveniences that may harm the interest of others. In case of peer pressure, the employee should report immediately to his superior or directly to the Management Representative.

RELATIONSHIP WITH COWORKERS

One of SUPERINSPECT’s principles is to promote a healthy work environment, organized and harmonious, striving for appreciating each person’s value and their wellbeing, where there is trust, respect, justice and incentive to innovation and development.

All employees are internal customers, and therefore deserving of respect, regardless of job occupation or activity time in the Company.

SUPERINSPECT believes that the expression of criticism and suggestions from employees contribute to its improvement and, therefore, SUPERINSPECT encourages this procedure.

In case of questions or concerns regarding the interpretation or implementation of this Code of Conduct, employees must go directly to the Quality Department of its branch, or to the Management Representative, personally or via telephone (13-32194000, 13-981180070), or via email representante.administração@superinspect.com.br, or to any member of the Quality Committee, via email comite.qualidade@superinspect.com.br.

Considering the employees an important asset, SUPERINSPECT recognizes that the natural value of this asset is reflected in the ability, integrity, knowledge and talent of the employees. To recruit and retain employees of high standard, that reflect these values, the guidelines of SUPERINSPECT are:

• Provide an environment where employees comply with the Code of Conduct and have a just, honest, fair and professional posture in the performance of its functions and in all its business relationships;
• Provide equal opportunities for all in procedures of recruitment, admission, development, promotion, transfer and pay, regardless of age, color, disability unrelated to the performance of service, gender, nationality, race, religion, sexual orientation or any other basis that is protected by law; and
• Maintain a professional work environment safe and without discrimination, meaning, an environment where mutual respect is the minimum of behavior expected of all.

If requested by the employee, this contact must be kept confidential, and the anonymity of the employee must be protected as far as possible.

RELATIONSHIP WITH SUPPLIERS

SUPERINSPECT’s relationship with its suppliers and service providers is guided by ethical principles, respecting laws and standards. The integrity and good reputation are key factors for the establishment of this relationship.

SUPERINSPECT has a commitment to their suppliers regarding the honesty in the process of purchasing and contracting products and services, as well as regarding data security and the right to property, owned and of others.

The selection and hiring of service providers and suppliers are made based on technical, professional and ethical criteria, through the pre-determined process. All purchases and sales must be made considering the efficiency, price, quality of service and adequacy.

No employee may request or receive bribes, improper payments, gifts or donations from third parties that may influence the business decisions taken by them on behalf of the Company. The only exceptions are commercial courtesies that can be reciprocated in an equal measure, as long as they cannot be construed, under any circumstances, as interference in business relationship, or that serves to promote discrimination of opportunities.

RELATIONSHIPS WITH COMPETITORS

SUPERINSPECT’s relationship with its competitors is based on embracing practices of ethical and fair competition and in the strict compliance with the law, forbidding any type of conduct considered predatory or dishonest.

SUPERINSPECT is committed to conducting its business in an open, vigorous and competitive manner. Any activity that harms this compromise is unacceptable and may be also illegal.

In addition, one of SUPERINSPECT’s principles is to comply fully and in good faith the antitrust laws and regulations, as well as all applicable competition rules throughout the National Territory.

OF LEADERSHIP

The hierarchical relationships must be guided by mutual respect among employees.

Those who occupy positions of leadership within SUPERINSPECT must have exemplary conduct and an ethical stance, in a way that inspires confidence and can be followed by other employees.

All units have their importance within the organization, interacting among themselves to maintain SUPERINSPECT’s activities operating perfectly.

CONFLICT OF INTERESTS

Employees shall not engage or appear to be engaging in any activity involving a reasonably foreseeable conflict between personal interests and those of SUPERINSPECT.

There should be no divided loyalty among the employees and SUPERINSPECT. Therefore, a work or involvement in business outside the Company by the employee of the Company, must be notified by the employee to his superior.

The following examples are illustrative situations to be avoided:

• Participation not revealed by an employee or a member of his family in a business deal involving SUPERINSPECT and another entity or a person with whom the employee (or his family) has financial relationships with;
• Possession of any job position in a company that is a client or competitor of SUPERINSPECT;
• Direct participation or through relatives / friends / middlemen in companies that are suppliers, customers or competitors of SUPERINSPECT, except the acquisition in stock exchange, and only if in a proportion that doesn’t provide significant influence in the business of these companies;
• Employment of a member of his family, without the prior approval of the Board;
• Misappropriation of business opportunities or potential business opportunities by an employee;
• Conducting personal business within business hours or use of facilities and equipment of SUPERINSPECT for those purposes.

The examples presented above are the more usual occurrences, but do not cover all possible cases. The key to a successful resolution of any conflict of interest is advance disclosure. Any employee, officer or director of SUPERINSPECT who has any doubt whether a particular set of circumstances constitutes a prohibited conflict of interest, must seek proper advice and clarification from his/her superior.

If the doubt persists, the employee must seek appropriate assistance from the Management Representative or the Committee for Quality through the channels listed in item II.

CORPORATE RESOURCES

Resources considered relevant to SUPERINSPECT are all those intended for achievement of its activities, including: vehicles, equipment, assets, documents, trade, machinery, technology, concepts, methodologies, know-how, materials, furniture, information, business strategies, plans, research, systems, inventions and intellectual or technical resources.

As an employee of SUPERINSPECT, each one of us is an administrator of its property and assets. Therefore, all employees are required to:

• Protect and preserve the assets and resources of SUPERINSPECT;
• Assist the Company in its efforts to control costs.

The use of assets and resources of SUPERINSPECT for any purpose other than the conduct of its business requires the express permission in writing of the person in charge of the sector.

Since the definition of misuse of assets and resources may generate doubts about the reasonable limit for employees, follow below some examples to illustrate the misuse and unreasonable nature of use:

• Use of SUPERINSPECT premises for personal gain;
• Excessive use of telephone calls or long distance fax use for personal purposes;
• Withdrawal of office supplies or equipment for personal use or consumption, at home;
• Personal use of SUPERINSPECT vehicles without express authorization;
• Unauthorized copies of computer software programs;
• Internet access to website contents not related to the activity performed by the employee;
• Use of company credit card for personal purchase.

PRIVILEGED AND CONFIDENTIAL INFORMATION

All information obtained as a result of the performance of activities in SUPERINSPECT is confidential, unless it is already disclosed to the market (public information).

The employees of SUPERINSPECT should keep confidential all the classified information they might have access to in the course of their activities, in the terms of the Pledge of Secrecy and Confidentiality.

Unless the Board of SUPERINSPECT authorizes the release or disclosure of a trade secret or confidential information, in writing, employees may not make any kind of disclosure.

Confidential and privileged information must be stored in previously designated areas whose access must be restricted to authorized employees.

INFORMATION SECURITY

All SUPERINSPECT information is an asset that requires special protection, and each user is responsible for obeying the rules foreseen in the internal policies of the Company.

ACCURACY OF RECORDS AND FINANCES

The Company has as its principle to keep records accurate and correct in a high standard. This applies to each / all the details of business.

All employees must maintain books and records properly filled out to efficiently manage the business of the Company.

All external consultants hired to work for SUPERINSPECT should maintain the same standards.

BUSINESS OPERATIONS

The services provided by SUPERINSPECT’ should be marketed and sold reasonably and honestly on the basis of their quality, capacity, price, service level and other legitimate attributes.

XII- BUSINESS COURTESIES

The employees of SUPERINSPECT may give or receive gifts, favors, entertainment and other persuasions if they:

• are consistent with the client or with common business practices,
• are not excessive in value and can not be considered bribery or reward,
• do not violate the law, and
• do not cause embarrassment to the Company or the employee if publicly disclosed.

The exchange of social amenities (lunch, business dinner or entertainment) among employees of SUPERINSPECT and third parties is acceptable when reasonably related to a clear business purpose and within the limits of good taste and what is usual in a normal business relationship. However, any entertainment, favor or gift that becomes repetitive, or brings the perception of influence or obligation to the person who offers or receives it, will be considered inappropriate. The appearance of impropriety should be avoided.

BRIBERY

The employees of SUPERINSPECT will not directly or indirectly offer, promise, give or demand a bribe to obtain or maintain a business relation, or be required to offer any bribe or other improper advantage.

HEALTH, SAFETY AND ENVIRONMENT

SUPERINSPECT conducts its business in a manner as to avoid damage to their employees and respecting the environment. The company is committed to a continuous improvement to achieve a level free of incidents and complying with all laws and regulations of safety, health and environment that may apply. This commitment extends to the initiatives taken to reduce and eliminate accidents at work and prevention of pollution.

SUPERINSPECT use an approach that results in a sustainable long-term development. For that reason, the company is striving for a high efficiency in the use of natural resources, working to prevent and minimize contamination or environmental degradation.

Violence in the workplace, including threats, threatening behavior, harassment, intimidation, assaults and similar conduct will not be tolerated.

Firearms are not permitted in any SUPERINSPECT facility without prior approval.

XV-DRUGS AND ALCOHOL

SUPERINSPECT employees are prohibited to hold, sell, transfer, or use any type of illegal drug, alcohol or controlled substance (except drugs prescribed as medicine for the employee), while on the premises of the Company, doing business for the Company or driving and operating vehicles or equipment of the Company.

SEXUAL HARASSMENT

SUPERINSPECT will not tolerate sexual harassment involving the solicitation of sexual favors or the initiation of sexual advances by an employee to another.

All employees – both men and women – should treat each other with courtesy, dignity and respect, regardless of gender. Managers, supervisors and executives of SUPERINSPECT must remain alert to possible sexual harassment in the workplace and take the necessary measures to prevent any form of sexual harassment.

LABOR PRACTICES

1. REMUNERATION

The Company will ensure that:

• salaries will be within the statutory minimum standards,
• the composition of salaries and benefits will be clear and regularly detailed for each employee,
• salaries and benefits are paid in full compliance with all applicable laws and
• hiring outsourced work and training will not be taken to avoid the obligations of SUPERINSPECT with personnel under applicable laws, legislation and regulations on social security.

2. WORK HOURS

SUPERINSPECT complies with applicable legislation in relation to work shifts.

3. COMPULSORY WORK

SUPERINSPECT:

• ensures that none of the employees will be required to work against their will. All employees should be treated with respect and no employee shall be subject to corporal punishment or coercion of any kind, and
• is not involved in forced labor nor supports the use of this type of method, and no employee will be required to deposit documents of identification when they start working in the Company.

4. FREEDOM OF ASSOCIATION

All employees of SUPERINSPECT have the right to associate, and to negotiate collectively.

5. CHILD LABOR

The Company has as a principle not to tolerate the use of child labor in the conduction of a transaction, and will not accept products from suppliers, outsourced companies (or other business relationships) that use child labor in their payroll, for the manufacture of its products.

SOCIAL RESPONSIBILITY

SUPERINSPECT performs social responsibility and encourages participation of all its employees in social and cultural projects and activities that promote the development of citizenship.

SUPERINSPECT worries about the environment and supports initiatives for its preservation.

COMMUNITY CONTRIBUTION

Wherever SUPERINSPECT operates, good relations should always be seen as fundamental to the long-term success.

Knowing that each local community is different, the policy of SUPERINSPECT was made in a way that all companies should strive to understand and interact with their local communities and assist in their development.

SUPERINSPECT:

• makes payment within the established period of its fiscal responsibilities and
• take measures to provide to the relevant authorities the information necessary for the correct determination of taxes.

POLITICAL CONTRIBUTION

SUPERINSPECT has the principle to not contribute financially to political parties or politicians.

SUPERINSPECT will not make any contribution, directly or indirectly, to any candidate for public office, political parties or other political organizations.

Employees will not be given day-offs with pay due to political activities, although temporary dismissal without pay may be possible if in accordance with policies and local laws.

SPONSORSHIP AND DONATIONS

SUPERINSPECT believes that its most important contribution to the communities where it operates is the development of its core business activities as effectively as possible, respecting the principles of the Code of Conduct.

The initiatives of the Company’s sponsorship and donations are made through local business units, focusing on programs to support culture, education, sports programs and other pro-active social and humanitarian activities upon written approval of the Board.

The initiatives and sponsorships can not be used as a subterfuge for bribery, and should be accounted separately.

VIOLATION

All violations to any principle or rule of this Code of Conduct should be reported to the Management Representative or the Committee of Quality in person or through the emails listed in item II.

Each reported violation will be investigated fully, guaranteeing that neither those who reported the violation, nor those who participated in the investigation, will suffer any reprisals. If requested, the names of these employees will be kept confidential.

In particular, when an employee becomes aware of a request or offer of payment of undue advantage, this fact should be immediately reported as a violation.

FINAL PROVISIONS

It is responsibility of those in a leadership post, to clarify, guide and ensure that the content of the Code of Conduct is understood and followed by the employees.

It is the responsibility of all employees to ensure, by asking for advice when necessary, that they are aware of all relevant laws, practices and practice codes.

This Code of Conduct applies without exception to all units of SUPERINSPECT within the scope of national laws.

Non-compliance to the principles and rules of this Code of Conduct will implicate consequences, from disciplinary warning to dismissal.