Investor Presentaiton
2016 Braskem | Annual Report
Communication: transparency in Relations
with the Market and Internal Audience
G4-58
As part of its legal commitments,
Braskem regularly sends a set
of information to the Brazilian
Securities and Exchange
Commission (CVM) and the
São Paulo Stock Exchange
(BM&FBOVESPA), and the New
York Stock Exchange (NYSE),
such as Standardized Financial
Statements, Announcements,
Material Facts, and others. In
addition, members of the Board of
Directors and the Fiscal Committee
have an exclusive information
channel, which may be accessed
on the Braskem portal on the
Internet, providing security,
transparency, equity, and speed
in the process of communicating
with Shareholders.
For
the internal
Braskem's
audience,
communication
and
channel, View, (intranet),
available in Portuguese, English,
and Spanish, disseminates
Company national
regional news, corporate and
business information, products,
campaigns, internal processes,
and acknowledgments.
Braskem Global Agreement
G4-SO5
In March 2015, as part of
the "Operation Lava-Jato"
investigation, allegations made
about defendants in criminal
proceedings were made public,
according to which certain persons
no longer linked to Braskem were
involved in undue payments
to obtain benefits through raw
material contracts with Petrobras.
In view of these facts, Braskem
immediately approved the hiring
of law firms with ample and
proven experience in similar cases
in Brazil and the United States in
order to conduct an internal and
independent investigation of said
allegations, which was performed
under the supervision of and in
collaboration with public authorities
of the Department of Justice
and the Securities and Exchange
Commission of the United States
(DoJ and SEC, respectively).
By mid-July 2016, the internal
investigation had not obtained
evidence proving the existence of
illicit facts at Braskem.
At the end of July 2016, Braskem
received new information about
deviations, revealed in the
collaborations of former Braskem
administrators in the context of
Odebrecht's cooperation with the
authorities.
Based on this information, the
internal investigation confirmed the
existence of payments made by the
Company between 2006 and 2014
to three companies located abroad,
as commercial intermediation
services, and it was not possible to
prove the effective services provided
by such companies. As Braskem's
former administrators explained
in their collaboration
process,
these companies only transferred
resources to a number of other
companies, which in the end
made illicit payments to Braskem,
involving issues such as the naphtha
contract signed with Petrobras in
2009 and terminated in 2014, as
well as changes in the federal and
state tax legislation, to obtain tax
incentives and monetization of tax
credits that were already within the
rights of Braskem.
After confirming the illicit acts, on
October 3, 2016, Braskem began
discussions with the DoJ and the SEC
to formalize an agreement resolving
all the illicit acts identified and to
seek a simultaneous agreement
with the Brazilian authorities, and
later on, with the Swiss authorities.
As a result of these negotiations,
on December 14, 2016, Braskem
entered into a Leniency Agreement
with the Federal Public Ministry
(MPF). Shortly thereafter, on
December 21, 2016, Braskem
finalized the formal agreements
with the DoJ and the SEC, as well
as an agreement to terminate
investigations by the Swiss
Attorney General (in conjunction
with the agreement with the MPF,
Global Agreement). The Global
Agreement includes all the facts
ascertained up to the date of its
execution involving Braskem under
Operation Lava-Jato.
Under the terms of the Global
Agreement, Braskem will pay the
above-mentioned authorities,
in Brazil and abroad, the
approximate total value of
US$ 957 million, equivalent to
nearly BRL 3.1 billion, which is
approximately US$ 95 million
(nearly BRL 316 million) due to
the DoJ, US$ 65 million (nearly
BRL 216 million) due to the
SEC, close to CHF 95 million
(approximately BRL 307 million)
to the Swiss Attorney General,
and approximately BRL 2.2 billion
due to the MPF.
Also according to the Global
Agreement, Braskem committed to
undergo independent monitoring
for a term of up to three years
by monitors designated by the
US and Brazilian authorities, who
will verify Company compliance
with the obligations assumed in
the agreements and evaluate its
Compliance Program, with the
purpose of reducing the risk of
deviations recurring in the Company.
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