Ethics

We are strongly committed to the sale of intangible products, reason why trust is of utmost importance to our clients. Therefore, we abide by defined ethical principles aligned with the mission, vision, and values of each of our companies.

In addition, we adhere to the twelve principles of integrity and business ethics established in the Code of Integrity and Business Ethics of the Business Coordinating Council.

As a result of the 2011 human rights reform and as a consequence of the criteria adopted by the judiciary on human rights, all contractual and operating documentation, including that related to the settlement of claims, is oriented towards compliance with and safeguarding of the human or fundamental rights of policyholders, customers, employees, and all personnel who are part of or work with the companies of our Group.

All of the elements mentioned above were considered when drafting our Code of Ethics and Business Conduct (the "Code"), which was approved by the Audit Committees and Boards of Directors of the subsidiaries.

The Code encompasses the principles that we believe are essential to our day-to-day operations and that we expect our directors, officers, employees, advisors, agents, business partners, and all our collaborators to embrace.

Although it is not possible for the Code to cover all situations that may arise on a daily basis, it provides general guidelines that govern the way in which employees must conduct themselves when performing their duties, since a violation of the Code may result in disciplinary action, termination of contract, and civil and/or criminal actions, among other cases.

All new employees are required to read the Code, as they are given a physical copy and must sign an acknowledgment of receipt. In addition, training workshops are held annually for employees to strengthen their understanding of the Code. At the end of these workshops, employees must take a test to assess their knowledge of the Code.

The responsibility for overseeing these processes, as well as the adherence of all employees to the Code, lies with the Compliance Area.

The Code is part of our Integrity program, which enables employees to request through the Human Capital and Legal Areas the necessary advice to report unethical conduct.

Furthermore, the Legal Area is in charge of the operation of our Group's ethics line, with an Ethics Committee that analyzes and rules on solutions for the cases that arise.

In this way, we promote solid and respectful relationships among our employees, as well as between them and our suppliers, customers, and competitors, conducting all business with legality and integrity.

Code Outstanding Principles

Respect for Others

We hire, compensate, promote, and make employment decisions based on factors such as talent, skill, qualifications, and performance, without regard to ethnicity, nationality, race, gender, religion, age, sexual orientation, gender identity, disability, or any other reason unrelated to the aforementioned factors.

Conduct in the Workplace

We do not tolerate physical or verbal violence, as well as threats in the workplace committed by or against employees or their property.

Idea Assets

Given the nature of our business, it is of utmost importance to establish rules and controls that regulate access, handling, authorization of use, among others, of our tangible and intangible assets. Such regulations include:

Third-Party Services Policy

The purpose of this policy is to ensure that the Group only engages third parties that have integrity and a good reputation in the industry. Any contracting must verify the foregoing and ensure that the third party reads and agrees to our Code of Ethics.

It is relevant to point out that our third-party services policy also includes a labor independence clause, in which it is stated that any engaged third party has no labor dependence on the Group or any of its subsidiaries. Moreover, suppliers declare that they will fully comply with their labor obligations in accordance with current legislation.

Likewise, the Group is about to issue its Code of Ethics for Suppliers, which will be required to comply with different standards on environmental, anti-corruption, labor, and human rights matters.

Policies Related to Regulatory Compliance

The appropriate measures to prevent and avoid acts of corruption will be determined group-wide for each subsidiary considering the principles of:

In this sense, it is forbidden to carry out, cover or promote acts of bribery, corruption, collusion, blackmail or in general any activity that involves offering or granting to any person a payment in money or in kind, advantages, privileges, loan of services, assumption of debts or obligations or excessive courtesies, directly or through third parties.

Gifts and Entertainment

It is not permitted to accept bribes, kickbacks, gratuities or other exceptional payments from any organization or individual that intends to do business with, currently does business with, or competes with Peña Verde.

Donations

No donations will be made by us when (i) they are at the request of a government official or (ii) a government official is involved in the administration of such organizations. All donations must be reviewed and approved by the Company’s Chief Legal Officer.

Political Contributions

We will not make any direct or indirect contributions in any kind to political parties, movements, committees, political and trade union organizations, or their representatives and candidates, except for those specifically required by applicable laws, if any.

Anti-Money Laundering

We reaffirm our commitment to not engage in money laundering, terrorist financing, or any other financial crime, and therefore only partner with reputable customers and suppliers who have legitimate businesses and whose resources come from a legal source.

Main Measures to Prevent Conflicts of Interest

Related-Party Transactions

All transactions between related parties must be at market value, while strictly adhering to the Policies for Transactions with Related Parties and Entities, in force and approved by our Board of Directors.

The following are considered to be related parties: