SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For July, 2018
(Commission File No. 1-31317)
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
(Exact name of registrant as specified in its charter)
Basic Sanitation Company of the State of Sao Paulo - SABESP
(Translation of Registrant's name into English)
Rua Costa Carvalho, 300
São Paulo, S.P., 05429-900
Federative Republic of Brazil
(Address of Registrant's principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F ___X___ Form 40-F ______
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1)__.
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7)__.
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes ______ No ___X___
If "Yes" is marked, indicated below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
SABESP’S CODE OF
CONDUCT AND INTEGRITY
1 –
PRESENTATION
In line
with its mission of “providing water and sanitation services contributing to
improve the quality of life and the environment”, SABESP is socially
responsible, committed to legality, ethics, transparency and operates under the
Vision “to be a global benchmark in the provision of water and sanitation
services, in a sustainable, competitive and innovative manner, focused on
customers”.
It acts
as an agent of sustainable development, basing its economic performance on
environmentally responsible practices that improve the well-being of its
employees, the communities where it operates and the country.
The guidelines for
economic, financial and socio-environmental sustainability strengthen the
Company's growth and commitment to the environment and society.
This Code is in
line with the Code of Ethics of the State Public Administration (State Decree
60,428 / 2014), Novo Mercado Regulations, Federal Law 13,303/2016, State Decree
62.349/16.
2 –
INTRODUCTION
Ethics
represents the ideal human conduct and is an intrinsic part of the development
of civilization, guiding people’s decision-making process about what is
"good" and "correct" for themselves as well as for their
relationships with others with the purpose of promoting the common good.
Personal
and corporate ethics are inseparable. The adoption of ethical principles and
rules of conduct, including the fight against and refusal to condone any form
of fraud and corruption, is part of Sabesp’s culture and reflects its
organizational identity.
The
adoption of the ethical principles and rules of conduct outlined in this Code
is essential to ensure that the Company, its management (members of the Board
of Directors, Audit Committee, Fiscal Council and Eligibility and Advisory
Committee and Executive Board) and its employees (regular employees, interns
and apprentices) act in an integrated and coherent manner in their relations
and dealings with various stakeholders: clients,
shareholders,
investors, suppliers, partners, third parties, government, the community and
society as a whole.
3 –
OBJECTIVES
·
To serve as the
standard for the personal and professional conduct of all Sabesp’s employees
and members of management, regardless of their role or position, in their
internal and external relations with clients, shareholders, investors,
suppliers, partners, third parties, government, the community and society as a
whole.
·
To reinforce
ethical, legal and transparent behavior, based on fair and relevant values
adopted by all, thereby reducing the subjectivity of personal interpretations
of moral and ethical principles.
·
To strengthen the
image of Sabesp and its employees in the eyes of its stakeholders.
·
To serve as a
reference in the fight against all forms of fraud, corruption and acts that
harm public administration, especially those envisaged in national and
international anti-corruption laws.
4 - CODE
OF CONDUCT OF INTEGRITY
The Code of Conduct
and Integrity
establishes the foundation and guidelines for sustainable,
socio-environmental, legal, transparent and ethical management focused on the
fight against fraud and corruption.
The Code consists of
organizational values, ethical principles and rules that have been observed by
Sabesp since its inception and have been consolidated into precepts that guide
and underpin the Company’s relations with its various stakeholders: management,
employees, clients, shareholders, investors, suppliers, partners, third
parties, government, the community and society as a whole.
The Code forms the basis
for consolidating and enhancing Sabesp’s existing reputation with a socially
responsible image and provides support and guidance on how ongoing actions can
be improved and new initiatives can be implemented in regard to complying with
the Company’s mission and directives.
On first entering Sabesp,
all employees and members of management receive a copy of the Code and its
subsequent amendments and sign a term of commitment agreeing to abide by and
comply with the precepts governing ethical conduct contained therein. Suppliers,
partners, third parties and other external stakeholders also agree to abide by
the Code available on Sabesp’s official website.
Management and employees
receive periodical training, at least on annually, on this Code.
In addition, the members of the Board of Directors and the Executive Board
receive training on the risk management policy and other issues related to the
Company’s activities.
4.1.
ETHICAL VALUES
Respect
for society and clients
Offering
high quality products and services with appropriate prices.
Respect
for the environment
Promoting
sustainable development, environmental education and awareness, as well as
doing everything possible to protect, preserve and restore water resources and
the environment, for present and future generations.
Respect
for people
Promoting
equal opportunity and respect for diversity, as well as professional
development. Establishing relationships of trust and fostering participation
through communication and integration.
Integrity
Acting
with justice, legality, coherence, transparency, ethics and honesty in all its
practices and decisions.
Competence
Acting
with professionalism, promptness and effectiveness, ensuring the quality of
processes, services and products. Valuing the sharing of knowledge,
proactivity, creativity, innovation, simplicity and flexibility in the pursuit
of solutions.
Citizenship
Acting
with a citizen’s conscientiousness and responsibility while promoting the
public good.
4.2.
ETHICAL PRINCIPLES
Sabesp is fully committed
to the following corporate ethical principles:
1.
Ensuring a
sustainable balance between the social, economic and environmental spheres.
2.
Ensuring continuous
improvement in the quality of products and services and commitment to results.
3.
Taking the utmost
care of public and private resources, by using them in a legal, efficient and
productive way.
4.
Acting and making
decisions based on justice, promoting balance and harmony by reconciling
Sabesp’s interests and goals with those of its various stakeholders.
5.
Respecting the
prevailing legislation and combating all forms of fraud and corruption, as well
as acts that harm national and international public administration.
6.
Establishing trust
as a key principle in relations between the Company and its various
stakeholders.
7.
Acting with
transparency in professional relationships, corporate governance practices and
when communicating with its various stakeholders.
8.
Ensuring people management practices that respect diversity
and foster motivation, satisfaction and commitment.
9.
Strengthening and improving relations with its surrounding
communities and with society as a whole.
4.3.
ETHICAL CONDUCT
Based on its ethical values and principles, Sabesp adopts the
following rules of conduct:
Environmental
Care and Prevention
Developing its activities based on the principles of
environmental care and prevention in the pursuit of continuous improvement, and
not promoting practices that may represent a risk to the environment.
Environmental
Education
Promoting environmental education with the Company’s
stakeholders and society as a whole.
Environmental
Excellence
Meeting and exceeding legal compliance standards, creating
and adding value to the business.
Product
Quality
Ensuring sanitation and health.
Service
Quality
Meeting its clients’ needs and complaints promptly and with
the requisite quality.
Impartial
Service
Respecting the
diversity of its various stakeholders, accepting a commitment to exercising its
activities in an impartial manner, without any type of favoritism or
discrimination, or any form of fraud or corruption, or acts that harm national
and international public administration.
Social
Development
Exercising its activities in a legal, ethical and transparent
manner, taking into consideration the lawful interests of its stakeholders and
society as a whole by improving the community’s quality of life in a planned
and sustained way.
Right
to Information
Ensuring the right to access to transparent, clear and
easy-to-understand information, pursuant to the law.
Dialogue
Channels
Maintaining open communications channels with the press, the
social media and all sectors of society.
Relations
with Shareholders and Investors
Maintaining a specific area to ensure transparent
communications with shareholders and investors, as well as the disclosure of
accurate information.
Accounting
Records
Recording the Company’s accounts in a proper, consistent,
accurate and complete manner, with the necessary degree of detail and context
to ensure the transparency of its economic and financial transactions, in
accordance with prevailing accounting practices. The accounting records shall
be made available to the auditors and the competent inspection and regulatory
bodies.
Relations with Competitors
Maintaining a respectful conduct toward its competitors, in
compliance with the prevailing legislation, building relationships based on
ethical principles.
Donations
The Company, its management and employees are prohibited from
donating or using Sabesp’s resources (financial, property, vehicles, equipment,
e-mails, network and corporate mobile phones, etc.) to or for political
campaigns to help parties or candidates in public elections, among other
conduct prohibited by the specific legislation.
The prohibition above applies to the use of Sabesp’s
resources for campaigns or elections of corporations and associations in
general.
Anti-corruption
Sabesp rejects any and all acts that may harm national or
foreign public assets, or the principles of public administration, or bids and
contracts, including:
- promising, offering or
giving, directly or indirectly, undue advantage to public agents or persons
related to them;
- financing, sponsoring,
bearing the costs of, or providing any other type of assistance for the
practice of unlawful acts;
- using individual or
legal entity intermediaries to conceal or disguise the real interests or
identities of the beneficiaries of such acts;
- hampering the
investigations or inspections of public bodies or agents, or intervening in
their activities, including national financial system regulatory agencies and
inspection bodies; and
- in the case of bids or contracts, rejecting any and all
acts:
ü
frustrating or breaching, through agreements, arrangements,
or any other means, the competitive nature of bids;
ü
preventing, hampering or breaching the realization of any
bid-related act;
ü
removing or causing the removal of any bidder by means of
fraud or the offer of any type of benefit;
ü
defrauding the bid or the resulting contract;
ü
constituting, in a fraudulent or unlawful manner, a legal
entity to take part in a bid or execute a contract;
ü
obtaining undue advantage or benefit, in a fraudulent manner,
from amendments or renewals of contracts with the public administration,
without authorization by the law, the bid notice or the respective contracts; and
ü
manipulating or defrauding the economic and financial balance
of contracts with the public administration.
Sabesp’s management, employees, suppliers, partners and
third-parties shall not pay, grant, offer or promise, directly or indirectly,
any good, property, money, sponsorship, trip, gratuity, present, meal, favor,
benefit, or any economic or asset-based advantage to any public or private
institution, agency or person.
4.4. MANAGEMENT
AND EMPLOYEES
Compliance
with Regulations
Management and employees shall perform their functions
according to the hierarchic position they have, based on compliance with the
law and the
organization’s regulations and undertake to communicate and this knowledge throughout the Company and provide working guidelines.
Occupational Health and Safety
Management, employees, suppliers, partners and third parties are responsible for the health and safety of those who work for the organization by complying with the law and the internal regulations relative to occupational health and safety, thereby ensuring a healthy working environment and quality of life.
Labor Relations
Management, employees, suppliers, third parties and partners shall not be prevented from or coerced into refraining from participating in organizations and associations as a form of full exercise of their rights, in addition to promoting individual development and improving the organizational climate.
Management leads the collective bargaining process, with accountability and transparency, valuing healthy dialogue with labor unions and other entities that represent employees’ expectations.
Professional Development and Opportunity
Management shall offer employees equal opportunity in regard to capacity building, as a means of qualifying their work and contributing to their professional advancement.
This process is based on merit, performance and competence, without any other influences.
Discrimination
Management, employees, suppliers, third parties and partners shall exercise their responsibilities in a professional and respectful manner, without discrimination in regard to origin, race, sex, color, age, religion, or any other forms of discrimination.
Moral and Sexual Harassment
Sabesp repudiates the practice of moral or sexual harassment. Management, employees, suppliers, third parties and partners shall exercise their responsibilities in way to guarantee an environment free of any coercion.
Right to Information
Management and employees shall disclose any information that contribute to the quality of work, or information of an institutional nature which is of interest to the employees.
Confidentiality and Propriety of Data, Information and Products
Management and employees must ensure the confidentiality of all the classified information and protect the Company’s industrial secrets, computer programs, patents and utility models, as well as private or secret data under its responsibility.
Sabesp has proprietary rights over all the work related to the data, information and products developed for the Company by its employees, management, suppliers and partners.
Use of Privileged Information
Management and employees, due to their position or job, are not allowed to trade in the shares, debentures or any other securities issued by Sabesp nor may they share material information that has not yet been disclosed to the public.
Material information is defined as the information that can impact the price of securities issued by Sabesp.
Use and Protection of Assets, Equipment and Services
The assets, equipment, services and communications channels owned by Sabesp must be used in such a way as not to breach internal guidelines or jeopardize the interests of the work and the Company.
Management and employees are prohibited from using:
- Sabesp’s goods, services and staff for personal reasons;
- Other Sabesp resources (workbooks, computers, printers, existing or future equipment, information, vehicles, working hours, etc.), for personal reasons.
Whenever necessary, Sabesp may inspect and monitor facilities, equipment, vehicles, computers, e-mails and other means of communication and storage, respecting the provisions of the law and the internal rules related to the material in question.
Nepotism
Management and employees shall not appoint, hire or maintain a spouse, life partner or relatives up to the third degree directly subordinated to them, nor shall them influence in the hiring, appointment and promotion of such persons or somehow unduly benefit them.
Conflicts of Interest
Management and employees, while performing their internal and external activities, shall take measures to ensure that there are no conflicts of interest with the Company.
The following are prohibited:
- taking part in the purchase or sale of products, services or works involving companies whose associates or representatives are related by blood or marriage to the third degree;
- Take part in goods/services/works purchase or selling as an individual or as a general partner of a legal entity.
- exercising activities which, by their nature, are incompatible with the attributions of their position, or which conflict with Sabesp’s business or interests, or which are incompatible in terms of working hours or which jeopardize professional performance.
All managers and employees are legally obliged to inform their superiors, or the competent authorities, of any situations or doubts regarding eventual conflicts of interest.
Receiving presents and gratuities
Sabesp’s management, employees, suppliers, partners and third parties shall not receive or solicit favors, money, transport, accommodations, goods, property, services or any economic or asset-based advantage.
The following are prohibited:
- accepting, suggesting, soliciting and receiving, directly or indirectly, presents, favors or benefits of commercial value from clients, suppliers, partners, third parties and public or private entities;
- accepting, suggesting, soliciting and receiving gratuities, commissions, bribes, payments and financial aid, under any circumstances;
- receiving sponsorships or donations for internal or external parties or events, under any circumstances.
Management and employees are permitted to receive gifts of no commercial value from companies that are promoting events, or distributing gifts to their clients, on the occasion of special events, or commemorative dates, such as pens, diaries or shirts with the company’s logo.
Any other items which do not meet these characteristics should be refused or formally returned via correspondence.
Participation in Events
Management and employees may participate in events, congresses, seminars and technical visits in Brazil and abroad, which are in Sabesp’s strategic or technological interest. The expenses related to this participation (registration fees, travel, accommodations, food and other) shall not be paid by persons, companies or entities that may directly or indirectly benefit from or influence any company act or decision.
Donations and Sponsorships
Donations and sponsorships are permitted, provided they are related to our corporate objectives and do not result in political or personal favors or benefits for any professional related to Sabesp.
Verification of Irregularities
Management, employees, suppliers, third parties, partners and other external stakeholders shall immediately inform the Whistleblower Channel of any irregularity or unlawful act, fact, data or situation which they have knowledge of.
The content of the denunciations is verified in accordance with corporate procedures and must contain the minimum elements necessary for said verification.
Anonymity is preserved, although any unfounded or fraudulent denunciations, or those of a conspiratory nature, will be investigated.
Protection of Informants
It is forbidden to punish or retaliate, in any way, the informant or employee who has provided information in good faith to the Whistleblower Channel or by other means.
4.5. SUPPLIERS, PARTNERS AND THIRD PARTIES
Production Chain
Sabesp is jointly responsible for preventing and minimizing damage to the environment resulting from its production chain, by screening the quality of its service suppliers and appropriate monitoring their services based on the nature of the services.
Compliance with the Law
Sabesp's service contracts shall clearly state that all suppliers, partners and third parties must comply with the prevailing legislation, especially laws dealing with the environment, child and forced labor, and anticorruption laws
Equality
Suppliers, partners and third parties in an equivalent or similar situation shall receive the same treatment and opportunities. Any exceptions must be grounded on solid technical and professional opinions.
Trust
Sabesp shall maintain relations of trust with its suppliers, partners and third parties, based on mutual ethical behavior.
5 – SANCTIONS
If any irregularity or violation of the Code of Conduct and Integrity is verified, once materiality and authorship have been identified, disciplinary measures will be applied to the managers and employees in question, in compliance with the Corporate Event Investigation Procedure, as well as the rules in the labor legislation. If companies, third parties or partners are involved, contractual sanctions shall be applied, without prejudice to the other applicable legal measures.
6 - ETHICS COMMITTEE
The Ethics Committee, whose composition is determined by the Resolution of the Executive Board, is responsible for preparing, reviewing and disclosing this Code, in order to ensure the relevance, updating, dissemination and application of Sabesp’s Code of Conduct and Integrity. It analyzes the nature and frequency of violations, recommends preventive and corrective measures, monitors infraction processes and encourages employees’ commitment to ethical and impartial conduct.
7 - COMPLIANCE AREA
Sabesp has a Risk Management and Compliance Superintendence that is responsible
for establishing the Institutional Compliance Policy, a document that outlines guidelines, principles and competences for the consolidation of the Integrity Program across the Company.
8 - WHISTLEBLOWER CHANNEL
Denunciations of fraud, corruption, unlawful acts, violations of the Code of Conduct and Integrity, or of other matters that may breach the principles and interests of Sabesp, its subsidiaries and its shareholders, should be reported by employees, managers, suppliers, third parties, partners and other stakeholders through the following channels:
1) e-mail: canaldedenuncia@sabesp.com.br
2) phone (direct): (011) 3388-8100
3) Ombudsman: 0800-0550565 or e-mail: ouvidoria@sabesp.com.br
4) SAC (Customer Service Center): Emergency: 195 or SP Metropolitan Region: 0800-0119911
5) Postal Box: 61.540 - CEP: 05424-970
6) In person or by conventional mail addressed to the Audit Superintendency (Rua Costa Carvalho, 300 - CEP: 05429-900)
The Audit’s Superintendency is responsible for the processing complaints, caring for the complainant’s anonymity and protecting the confidentiality of the information and of the people involved, aiming to rights and the neutrality of the decisions.
The Audit Committee is responsible for monitoring procedures for investigating violations to the Code of Conduct and Integrity, as well as the events reported to the Whistleblower Channel.
9 – Conduct and Integrity Communication Channel
The Conduct Communication Channel is an institutional mechanism to solve doubts on the application of the Code of Conduct and integrity for daily situations. This channel aims to guide the employees on the ethical behavior for conducting Sabesp’s business at all levels.
For any doubts over the appropriate behavior in an existing situation of daily routine, contact the Channel of Trust by the email:
canaldeconfianca@sabesp.com.br
This Code of Condut and Integrity is available on the Corporate Portal, Sabesp’s website and the Transparency Portal. It has been disseminated to management, employees, suppliers, third parties and partners.
This Code was published in 2006 and updated in 2014 and 2018
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the city São Paulo, Brazil.
Date: July 24, 2018
Companhia de Saneamento Básico do Estado de São Paulo - SABESP
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By:
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/s/
Rui de Britto Álvares Affonso
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Name: Rui de Britto Álvares Affonso
Title: Chief Financial Officer and Investor Relations Officer
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FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.
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