LETTER FROM THE PRESIDENT

With the purpose to offer a tool to our Collaborators to guide and assist in their actions and decision within the ethical precepts, Vitopel is implementing the Code of Ethical Conduct.

There, the main references that shall govern the relationship of the company with its collaborators, suppliers, community, customers and stakeholders are stated.
The Code of Ethical Conduct not only seeks to comply with the business behavior principles, but reinforces the values of our company with all populations we relate with, as well.

This document is prepared to add value, support growth and constant seek for excellence.

The application of the Code of Ethical Conduct is obligatory and immediate. Read it in detail, comprehend its content and use this document as a valuable source to guide your actions in your daily work.

If necessary, ask your immediate superior or the Human Resources area to solve any doubts about the content of the document.

Sincerely,
Osvaldo Coltri
Director President

The purpose of this document is to create a Code based on mutual respect, dignity, solidarity and reciprocity, which the bases for living in our work environment. By means of this Code, we express in simple terms the behavior we expect from each other, with no distinction of sectors, specialty or hierarchy. At Vitopel, we share common goals, and we are committed to comply with the legislation, the productivity and the interests of the organization, safeguarding everyone ́s integrity and quality of life.

To operate with a strong sense of integrity is essential to preserve trust and credibility before our customers, suppliers, service providers, society/ governments, community, collaborators, shareholders and other stakeholders.

To create transparency environment in the condition of the business activity is fundamental for all of us. In this context, the Code of Ethical Conduct permeates our commitment to act sincerely and authentically in our relations.

In addition to complying with Vitopel ́s principles of business conduct, the Code of Ethical Conduct reinforces the mission, the vision and the values of our company.

Vitopel, seeking excellence in its processes and adoption of the best practices, is in compliance with law 12,846/13 on anti-corruption practices.

RESPONSIBILITY
All Collaborators at our company shall undertake full responsibility for the acts practices during the performance of their job or position. This implies not omitting or transferring the responsibility for the fulfillment of policies, norms and procedures of the company to others.

CONFLICT OF INTEREST
In the Collaborator-Company relationship, there is conflict of interest when the Collaborators use their influence or commit acts with the intention to favor private interests, which are opposite to the company ́s interests or might cause damage or loss thereto. All Collaborators of the company shall avoid actual or potential conflicts of interest. If any Collaborator considers that he/she might perform an activity that generates conflict of interest, he/she shall obtain prior approval from his/her immediate superior or the representative of the Ethics Committee. Collaborators cannot perform external activities that impair their dedication to Vitopel, such as provide consulting or take office in organizations with conflicting interests, or entities doing business with Vitopel. No private commercial transaction of any kind whatsoever will be allowed within the company ́s facilities. Vitopel will provide session “Want Ad” on the wall boards only to disclose sale of personal property of Collaborators. The advisements shall be made through HR at the units and shall specify private telephone numbers or contacts for the transactions to be made out of business hours and outside the working place.

Corporate relationship, whether own or by means of direct family members, with suppliers or competitors of the company will not be accepted as well, if the position the Collaborator holds grants him/her power to influence transactions or allow access to privileged information.

PREJUDICE
Vitopel does not admit discrimination or prejudice of any kind whatsoever, among them, race, hierarchic level, social condition, religion, age range, gender, political conviction, nationality, marital status, sexual orientation or physical condition.

USE OF ALCOHOL, DRUGS AND GUN POSSESSION
Ingestion of alcohol drinks within business hours and enter the company drunk is forbidden. It is also forbidden to use or possess drugs and remain in the work environment altered by such substances, which might affect the safety and the performance of the other Collaborators. It is not allowed to use guns in the company ́s premises, except for the expressly authorized professionals.

POLITICAL PARTICIPATION
Collaborators are forbidden to make any contributions in cash, property or services for political campaigns or causes on behalf of Vitopel, except upon deliberation by the company ́s Board of Directors, considering that such contribution shall be made in the terms of the legislation in force. Vitopel respect the Collaborators ́ individual right to involve in civic issues and participate in the political process. However, such participation shall be done in their spare time, outside of the company ́s premises and at their cost.

In this situation, the Collaborators shall make clear that the manifestations are theirs and not Vitopel ́s. Resources, space and image of the company cannot be used to meet personal political or party interests.

COMPANY ́S ASSETS
Property, equipment and facilities of the company are destined to exclusive use in its operation and cannot be used for private purposes.
The Collaborators are responsible to take care of the good use and preservation of the company ́s assets they are responsible to safeguard, as well as for reimbursement in case of any damage.

GIVEAWAYS AND GIFTS
None of the Vitopel ́s Collaborators shall accept or offer gifts, directly or indirectly, or personal favors that might influence decisions, facilitate business or benefit third parties. Gifts can be accepted if their value is lower than 50 dollars and upon authorization by the immediate managers.
When the value of the gift is above 50 dollars, the Collaborators shall inform their Directors first, who shall approve. It is forbidden to offer or receive offers in cash for any reason whatsoever.

PARTICIPATION IN SPONSORED EVENTS
Invitations for events with expenses covered by customers, suppliers, governmental bodies and others can be accepted only when there is actual opportunity for development of business contacts, which have also been sent to professionals from other companies and upon prior authorization by the Board of Directors.

HARASSMENT AND ABUSE OF AUTHORITY
Vitopel does not allow any kind of sexual, economic, moral harassment or situations that configure pressure, intimidation or threats in the relationship between Collaborators, regardless of their hierarchic level.

To use the hierarchic position to request personal services from subordinates is considered abuse of authority.

Collaborators, who deem themselves discriminated, target of prejudice, pressure or abusive practices or in situation of disrespect and who feel embarrassed to handle the subject with their hierarchic superior shall notify the fact to the Ethics Committee.

PRESS
Contact with the press will be promoted exclusively by the spokesmen designated by the company upon prior authorization by the Board of Directors and guidance by the contracted Press Assistance. Therefore, non-authorized people are forbidden to contact the press on behalf of Vitopel.

INTELLECTUAL PROPERTY
The result from the work of intellectual nature and strategic information generated at the company is exclusive property of Vitopel. Financial information, planning, budget, product lunching, development of products before their approval and patents are confidential and property of Vitopel, even if the Collaborators have participated in their development.

The Collaborators are responsible to handle information about the intellectual property they have access to because of their job confidentially, using it carefully.

All Vitopel Collaborators are responsible for the safeguard of the documents related to their activities and shall make sure that confidential documents are not exposed during the periods they are not at their work places. It is not allowed to disclose this information without expressed authorization by the company ́s directors.

Confidential information to respond legal requests from governmental authorities shall be provided only by a Collaborator, who is duly authorized to do so.
External use of information, which is intellectual property of the company, is an illegal action also after the Collaborator ́s dismissal.

INFORMATION AND COMMUNICATION RESOURCES
Vitopel has and keeps updated Procedure for Management of equipment and use of information technology and considering that, all company ́s Company shall respect and follow the norms and the guidelines therein.

HEALTH, SAFETY AND ENVIRONMENT
The Collaborators ́ health, physical integrity and the protection of the environment are priority for Vitopel. Vitopel adopts Integrated Management Policy, which permeates all process of the company and which all Collaborators shall comply with.

SUPPLIERS AND SERVICE PROVIDERS
The relationship with our suppliers shall be based on respect and permanent seek for development of products and services that add value for Vitopel and strengthen the competitive position of the suppliers.

The Vitopel ́s suppliers shall be evaluated by means of clear criteria and with no discrimination. All decisions on supply of products and services to Vitopel shall be technically and/or economically sustained. To be accepted as a supplier of the company, the applicants shall declare not to use child, degrading or forced work, and shall present all required legal documents and comply with the requirements set forth in policies and procedures.

CUSTOMERS
Vitopel is committed to contribute in the process of creating value for its customers by meeting their expectations and development of innovative solutions. The customers ́ requirements and expectations shall be considered and those that have been agreed on shall be strictly met.
Vitopel does not discriminate customers, whether by origin, economic size or localization and our information about products and services shall always be clear and true.

COMMUNITY
Vitopel is committed to the economic and the social development of the communities it works in. External social investment shall be guided by the actual demands of the communities and shall be aligned with the Vitopel ́s guidelines, in order to serve projects that effectively promote social transformation.

SOCIETY, CLASS TRADE UNIONS AND GOVERNMENTS
The laws and the regulations applicable to the company ́s activities shall be complied with at all levels of public administration (federal, state and municipal), as well as those of other countries, where the company makes business.
Vitopel respects free association, recognizes the trade union entities as legal representatives of the companies and the Collaborators and seeks constant dialog for the solution of conflicts of any kind.

This Code aims to comprehend most situations from Vitopel ́s daily routine. However, there might be situations, which have not been provided herein or whose interpretation is not clear, or yet, which cause embarrassment for the Collaborators to handle them with their hierarchic superiors directly.

For such situations, there is the Ethics Committee. Collaborators, who would like to report non-compliance with this Code, shall do so to their immediate boss or the Ethics Committee, when they deem this is the case. Reports on fraud, undue appropriation, bribery in acts or commercial transactions, involving collaborators, suppliers, contractors and business partners, shall be presented to the Ethics Committee together with concrete facts and data. All reports or non-compliance received will be handled confidentially.

Collaborators, who make reports, will not suffer any kind of retaliation by the company.

REPORT CHANNELS
Violations of the provisions in the Code shall be reported as soon as identified, using the following channel:
• Telephone: 0800 721 9561
• E-mail: linhaeticavitopel@kpmg.com.br
• Website: www.linhaetica.com.br/kpmg/vitopel
When reporting to any of the channels above, the Collaborators do not have to identify themselves.

All reports will handled be confidentially.

LEADERSHIP
The leaders at all levels shall assure that their subordinates and contractors are aware of and apply the provisions in this Code.

They shall also be an example of conduct to be followed by the other Collaborators.
The Industrial Manager of each unit is directly responsible for the whole process in his unit, and he is also responsible for monitoring, audit, fulfillment and application of the penalties for non-compliance with the Code. The other Managers, Coordinators and Supervisors are committed to share this responsibility with the Industrial Manager.

For other sites (Buenos Aires and Vila Olímpia), the Site Manager is responsible for the process, or when he is absent, the company ́s Director or President.

COLLABORATORS
All Vitopel ́s Collaborators shall be informed about this document at the time of their hiring as a part of the Integration Program, which is carried out by the Human Resources area of the company. At this occasion, a general explanation of the code shall be made and it shall be reinforced that everyone is obliged and responsible to comply therewith. After that, everyone shall sign a document declaring to be aware of it and reaffirming comprehension of its content.

ETHICS COMMITTEE
The Ethic Committee, coordinated by KPMG Auditores and composed by the Company ́s President, Mr. Osvaldo Coltri and Mr. Emil Farjersson, member of the Board of Shareholders of Vitopel Group, is responsible to manage the guidelines set forth in the Vitopel ́s Code of Ethical Conduct.
This committee shall:

• Analyze divergent ethical issues and/or guidelines, which are not provided in this document;

• Solve any reports involving these subject matters;

• Approve adjustments, suggestions and updates deemed necessary.

KPMG AUDITORES
The attributions of KPMG as a coordinator of this Code are:
• To receive and handle the reports, and to obtain and extract relevant data from the reporters;
• To suggest reviews of the procedures in this document regularly and extemporaneously for inclusion, amendment or removal of principles determined nowadays, submitting it to approval by the Ethics Committee.

VALIDITY
As of its effective disclosure, the Code of Ethical Conduct becomes a part of the Vitopel ́s norms and procedures and shall be followed by all Collaborators of the company. Non- compliance with the norms in this Code and the other Management Policies of the company might lead to disciplinary sanction, contract termination, even by just cause, or judicial measures.

DISCLOSURE AND AWARENESS
The Human Resources area will assure correct disclosure of this material for everyone to know its content duly, as well as periodic recycling thereon.
The HR area will safeguard the documentation that evidences the Collaborator’s awareness of its content. Such document containing the Collaborator ́s signature, shall be archived in their files.