Braskem was created by following the most modern practices of Corporate Governance , based on principles that favor transparency and respect for all shareholders, establishing the conditions for the development and maintenance of a long-term relationship with its investors.
This commitment is ratified by the Articles of Incorporation of the Company , which provide, for example, in case of alienation of control, the extension of the right of sale to minority shareholders, under the same conditions offered to the controlling shareholders - integral tag along. According to the Articles of Corporation, the operation of a permanent Watchdog Committee is also assured, in which the minority shareholders have the right to elect a member and his respective substitute.
Since the beginning of 2003, Braskem participates in Corporate Governance Level 1 on the São Paulo Stock Exchange, Bovespa, where its preferred shares are negotiated under the code BRKM5. The Company shares are also listed on the New York Stock Exchange and in the Latibex, a section for Latin American companies on the Madrid Stock Exchange.
The Company also meets some requirements of Level 2 and Novo Mercado (special listing segments of BM&FBOVESPA companies), such as:
- Disclosure of financial statements in English, according to international standards (IFRS).
- Board of Directors with at least five members, unified term of up to two years, allowing for re-election, and at least 20% of independent directors* (as per BM&FBovespa's definition).
- 100% tag along for all shares in the event of change in controlling interest.
At the time of its creation, Braskem signed a Public Commitment , widely publicized by the media, to the principles and values that govern its operation. This emphasizes the commitment to sustainable development , to the economic and social growth of the Country, by means of technological development, to the increase in competitiveness of the productive chain of petrochemicals and plastics, to the generation of foreign investment and to the offering of products that contribute to improving the quality of life of the population.
Braskem is committed to practicing transparent and responsible management. Such practices are also present in the Braskem´s Code of Conduct and in its Policies for the Disclosure of Information to the Market and for the Negotiation of Stocks .
*"Independent director" means a member of the board of directors that: (i) has no ties to the Company, other than an equity interest; (ii) is not a Controlling Shareholder, spouse or close family member (to the second degree) of a Controlling Shareholder, and neither has, nor has had in the three (3) previous years, any ties to any company or entity related to a Controlling Shareholder (excluding persons with ties to public education or government research entities); (iii) in the three (3) previous years has not been an employee or officer of the Company, or of the Controlling Shareholder or of a subsidiary of the Company; (iv) is not a direct or indirect provider, supplier or buyer of goods and/or services, to an extent that would imply loss of independence; (v) is not an employee or senior manager of any company or entity that is offering or requesting services and/or products to and from the Company to an extent that would imply loss of independence; (vi) is not a spouse or close family member (to the second degree) of any senior manager of the Company; and (vii) is not entitled to any payment by the Company other than the consideration earned as director (excluding cash distributions received in the capacity of an equity holder).
Integrated Policy of Quality, Health, Safety and Environment
Braskem believes that sustainable development, valuing human beings and ethical behavior are essential to reach higher levels of business excellence. To transform these beliefs into attitudes, and by basing itself on the principles of Quality and Health, Safety and Environment, it agrees to the following commitments:
- To meet the expectations of the clients;
- To assure cooperation and partnership with suppliers;
- To promote people´s development;
- To maintain a constructive relationship with the communities where it operates;
- To continuously improve procedures, products and services, stimulating innovation and meeting legal and voluntary standards;
To act preventively:
- In people´s health and quality of life;
- In the security of people, procedures, information and assets;
- In the environmental aspects and in the rational use of natural resources;
- In the quality of the products and services.
This policy represents the commitment of all those involved with the Company and its implementation aggregates value to the business.
System of Integrated Management
Braskem´s procedures of working meet the requirements of the ISO 9001 and ISO 14001 standards, in a demonstration of how it has been reaching its objectives of growing while maintaining its commitment to the quality of products and services, good relationship with the community and respect for the environment.
The companies that make up Braskem were pioneers in establishing in Brazil, a System of Environmental Management based on the international standard ISO 14001, soon after its international approval in 1966. Today, all its industrial plants are certified. Additionally, Braskem is currently implementing health, safety and environmental standards based on OSHAS 18001 , standards issued by the U.S. Occupational Safety and Health Administration. In December, 2006, the Basic Petrochemical Unit obtained this certification, granted only to companies that show excellence in employee health and safety management system.
In conformity with the federal and state laws and regulations, Braskem rigorously meets the requirement of obtaining environmental licenses for its industrial units. The accompaniment and the guarantee of fulfillment of applicable legislation are done systematically in all the units, including, in addition, the performance of audits in partner companies. All the legislation of Health, Safety and Environment applicable to Braskem´s procedures, activities, products and services is being monitored.
The companies that originated Braskem have always tried to go beyond meeting legal requirements. In this way, they have voluntarily followed initiatives in harmony with sustainable development and socio-environmental responsibility, which is consistent with the Public Commitment assumed by the Company at its beginning and with the principles of Health, Safety and Environment approved by the Administrative Council in February of 2003. Among the voluntary initiatives assumed or ratified are to be noted:
Responsible Operation Program
Braskem has signed the Responsible Operation Program since 1992, when it was introduced in Brazil by the Brazilian Association of the Chemical Industry - ABIQUIM, and adopts policies and procedures that bear witness to the commitment in running its business in harmony with the interests of society, principally in that which refers to the effects of its activities upon the aspects of Health, Safety and Environment.
In the year 2000, Braskem joined the clean technologies program, run in partnership with the Poly-technical School of the Federal University of Bahia - UFBa, the Federation of Industries of the State of Bahia - FIEB and the Center of Environmental Resources - CRA, contributing to the development of actions for the application of clean technologies in the industry. The main projects underway deal with the conservation and re-use of water and the optimization of energy consumption.
Braskem was the first Brazilian company in the industrial area to sign the International Declaration of Cleaner Production, of the United Nations Program for the Environment (PNUMA). The institutions signing it promise to implement ever better policies of production from the environmental point of view. The inclusion of the Company was signed on March 30, 2004.
Furthermore, the challenge of aligning efforts, projects and strategies for the Companies Health, Safety and Environmental areas (collectively SSMA, for their acronym in Portuguese), which strengthens the standardization of procedures across all of the Company's Units, has led Braskem to consolidate its practices and strategies in these areas, integrating them under an ambitious program called SEMPRE (Always) Excellence in SSMA. SEMPRE is supported by 16 (sixteen) Strategic Elements (SE's) that will guide the entire organization towards its goal of ranking among the ten largest petrochemical companies worldwide and becoming recognized as a reference in SSMA, in turn creating value for shareholders, clients, suppliers, staff and society in general.
The consolidation of SEMPRE Excellence in SSMA, focused on preventing losses of any type and the establishment of the respective SE's, is the product of a joint effort organized through task forces and involving many members.
The Strategic Elements of SEMPRE Excellence in SSMA consist of a set of practices that involve conforming to the Quality, Health, Safety and Environment Policy and the principles of SSMA within the Integrated Management System, which comprise 16 Strategic Elements in the SSMA area, as follows:
EE-01 Commitment and Leadership
EE-02 Organizational Synergy
EE-03 Identification and Analysis of Risks and Impacts
EE-04 Standards and Procedures
EE-05 Information on Products and Processes
EE-06 Behavioral Development
EE-07 Management of Competencies and Abilities
EE-08 Management of Service Providers
EE-09 Effective Communication and Consultation
EE-10 Implementation and Commissioning of Installations and Processes
EE-11 Integrity of Installations and Equipment
EE-12 Product Management
EE-13 Change Management
EE-14 Emergency Preparation and Services
EE-15 Treatment of Misuse and Losses
EE-16 Health, Safety and Environmental (SSMA) Verification
These 16 SE's consolidate 26 Guidelines, 96 Requirements and more than 1,000 aspects, which guide Braskem towards its goal of Excellence in SSMA.