Transparency Movement 100%

The Governance, Risk, Compliance and Internal Audit (GRC&AI) area is responsible for conducting the ethics and compliance agenda within the Ourofino Group operations. The department has full independence within the company and reports directly to the Statutory Audit Committee (CAE), an independent body linked directly to the Board of Directors.

The Compliance function, with full support from the Executive Committee and Senior Leadership, is responsible for coordinating and ensuring the continuous improvement of our Integrity Program, whose main objectives are to spread a culture of ethics and transparency applicable to all employees, executives and members of senior management, including governance bodies, as shown in the structure below.

The GRC&AI area currently comprises an internal structure with one manager and a team of 6 employees, and also relies on external consulting support to carry out part of the internal audit work plan. When necessary, it also relies on external support for corporate investigations that require specific skills not covered by the internal team.

The Governance, Risk, Compliance and Internal Audit (GRC&AI) area has full independence and reports directly to the Statutory Audit Committee (CAE). It is responsible for conducting the ethics and compliance agenda and for ensuring the compliance of the Company's controls and processes, including financial, environmental and people-related ones.

According to the Company's Bylaws, the Board of Directors shall be composed of a minimum of 5 (five) members and a maximum of 7 (seven) members, all elected and removable by the General Shareholders' Meeting, for a unified two-year term, with re-election permitted. Under the Novo Mercado Regulation, at least 20% (twenty percent) of the Board of Directors' members must be independent directors.

The Board of Directors is also responsible for approving the Code of Conduct and the Annual Integrity Report published by the company.

Recognizing the importance of transparency, accountability and respect for ethical values, our organization invests in a robust Ethics Hotline as an integral part of our commitment to integrity and corporate governance. This channel not only acts as a tool for identifying potential irregularities, but also reinforces our organizational culture, promoting trust and accountability.

The GRC&AI area remains responsible for managing the channel, acting through analysis and investigations focused on any cases of ethical deviation, combating fraud, bribery, corruption, among others.

The channel is formally established and disclosed to various stakeholder groups, including employees, suppliers and customers. Complaints received through the channel are logged on a digital platform and managed by Contato Seguro, a benchmark company in the sector, which ensures greater security and reliability to the process.

Our organization strives to maintain an honest work environment, where bribery, fraud and any type of corrupt behavior are strictly prohibited. Accordingly, we have a zero-tolerance policy for any form of public or private corruption, including, among others, bribery, embezzlement, extortion, illegal agreements and facilitation payments made by our employees or third parties in the conduct of our business.

We conduct our business responsibly, without resorting to any unlawful conduct or obtaining improper advantages, contributing to a fair and ethical business environment.

Accordingly, Ourofino acts with full transparency regarding relevant interactions with Public Authorities, always upholding high standards of integrity, ethics and reliability.

A relevant interaction is understood as any meeting, encounter or conference involving the participation of Ourofino employees or representatives with power of influence or decision (managers, officers, administrators or shareholders) and representatives of public authorities at director level or above. Meetings held for the purpose of discussing technical matters, which occur routinely as part of the relationship between the company and the regulatory body, are not considered relevant interactions.

Ourofino ensures that 100% of suppliers/third parties classified as high risk are trained annually on corporate integrity, ethics and compliance topics.

Consultants who interact with public officials and who act on behalf of the Company in commercial and institutional fronts are considered high risk.

The training sessions last a minimum of one hour, use content retention techniques, and are conducted through in-person or digital platforms. Participation is recorded and monitored, ensuring traceability and compliance with the Company's public commitments.

Information on the reach and effectiveness of this training is disclosed below, as well as in our sustainability and governance reports.

Golden Suppliers Program

To further strengthen our relationship with our partners, we implemented, in 2021, the Supplier Performance Management Program, which recognizes those who stand out in meeting quality requirements and delivering products and services.

At the same time, the program identifies improvement opportunities for suppliers with below-expectation performance, promoting joint solutions to meet agreed conditions. In this way, we strengthen our supplier chain, aligning it with our strategic objectives and ensuring excellence at every stage.

As part of our sustainability plan, Ourofino is committed to establishing a reverse logistics plan in the country, focused on mitigating the impact generated by 100% of our recyclable packaging produced by the Company. This offsetting practice is certified by regulatory bodies and complies with the National Solid Waste Policy.

Publication on the website or in an annual report on the existence of, at minimum, a Variable Compensation policy for senior management linked to integrity criteria; and publication of the related-party transactions policy, if applicable.

Achievement of Goal 5 is expected by 2028.