sdg:
sdg:
-
16
Integrity Program
The material topic of Integrity, Risks and Anti-Corruption is considered strategic, according to our ESG Strategic Plan. To address this topic, we implemented a robust Integrity Program (available in Portuguese and English), which has been constantly improved over the years to remain adequate despite the rapid changes taking place in society and the business environment. The guidelines, principles and responsibilities that must be abided by when carrying out our activities are established in the Code of Conduct and in several policies on specific topics, such as Anti- Corruption, Internal Audit, Privacy, among other topics.
We also have tools for preventing and/or detecting possible infractions, such as the Whistleblowing Channel and the Ombudsman’s Office (Read more here). All oversight, monitoring and operation procedures for these integrity mechanisms are the responsibility of our Compliance Department.
Our employees and partners, among which directors, executive officers, management members, managers, shareholders, employees, suppliers, service providers, customers and people or entities with whom we interact, must comply with the ethical principles that guide our business conduct, in addition to disseminating them to our relationship network.
Integrity and compliance
GRI 2-26, 2-27, 3-3, 205-1, 205-3
We remain admittedly committed to the highest ethics and integrity standards in our care practices and commercial transactions. Inseparable from our daily activities, we maintain a business model entirely based on compliance and we have a series of internal mechanisms and procedures to prevent, detect and correct any deviations, such as fraud and illicit acts committed against the Public Administration. Our Code of Conduct, updated last year, is an essential piece as it provides guidelines that must be followed by all of our stakeholders.
A Corporate Anti-Corruption Policy, established in 2017, contributes to preventing incidents of bribery and corruption, allowing us to quickly respond to any illegal conduct observed. In addition, we have specific corporate rules that govern the receipt of gifts, presents and hospitality; the participation in sponsorships, partnerships and donations; and the relationship and agreements with the Government. All operations subject to compliance analysis are assessed for risks related to corruption and ethical issues are supervised by the Audit Committee.
Anti-corruption policies and procedures are communicated via email, in manager groups and training sessions, whether in person or on the distance learning platform. Currently, more than 80% of our employees have their capacity-building programs updated on the topic. Third parties and service providers are also invited to participate in in-person training. Regarding suppliers, we have contractual clauses in our contracts, in addition to the Anti- Corruption Policy published on our website and applicable to everyone who has a relationship with Rede D’Or.
Based on all the practices mentioned on page 59 hereof, we consider that 100% of the operations are assessed for corruption risks (pages 28 and 53), following Rede D’Or’s Anti-corruption Corporate Policy and the Integrity Program. The Company’s internal normative structure formalizes the procedures expected for identifying these risks, outlining processes and guiding actions to mitigate any impacts [GRI 205-1].
Note: This chapter provides a contextual view of the impacts identified in the impact assessment process for the “Customer Privacy” topic within the Integrity, Risk, and Anti-corruption topic. Therefore, we described the relevance of such impacts to our business, along with their management measures, effectiveness, and stakeholder engagement. No positive impacts were identified, however, we identified “Failure in ethical conduct” as actual negative impacts [GRI 3-3].
Social and environmental compliance with laws and regulations
GRI 2-23, 2-27, 3-3
The Risks and Internal Controls Executive Office continuously monitors compliance risks. The provisions related to social and/or environmental compliance to be abided by are included in clauses of the contractual drafts. Failure to comply with any clause or condition of the contract will subject the violating party to a fine.
The number of fines in the period and non-pecuniary sanctions can be found in the reference form (confidential or non-confidential processes), in items 4.4, 4.5 and 4.6, or in item 24 of the 4Q23 Financial Statements.
We emphasize that these proceedings are still in progress.
As of December 31, 2022, the total amount provisioned for the main non-confidential judicial, administrative, and arbitration proceedings classified with a likely loss probability was BRL 1.4 million. The provisions for 2023 have not been determined yet, as they will be described and published in Rede D’Or’s 2024 Reference Form.
The main non-confidential judicial, administrative, and arbitration proceedings are available in item 4.4 of the Reference Form, however, the total number of non- compliances with legislation and regulations, as well as the amounts of fines incurred during the reporting period, remain yet to be determined.
The significance of these non-compliances is tied to the level of organizational risks, as outlined in the methodology described in the Company’s internal regulations.
Total number and nature of confirmed corruption cases (205-3): 2021 to 2023, no such cases in the reporting period.
+11 thousand
Hours
in capacitation about ethics
Penalties
GRI 3-3
Violations of the rules of our Code of Conduct or our internal policies and procedures may be punished with a verbal or written warning, suspension or termination of the employment relationship, depending on the severity of the case – in addition to civil and criminal penalties in case of conduct that also violates the law.
In the case of violations involving suppliers or outsourced employees, a notification is made to the employer informing them of the incident and demanding immediate action – and the authorities may be notified in the case of illegal acts.
Whistleblowing Channel
GRI 2-25, 2-26, 3-3, 205-3, 406-1
We have an independent channel, operated by a specialized company, for reporting possible irregularities involving Rede D’Or¹. Anonymity is guaranteed and the channel is available to anyone, 24/7. Sensitive or difficult-to-resolve cases are referred to the Corporate Governance Advisory Committee.
Furthermore, our Ombudsman’s Office is also available to the external public and acts as a channel for intermediating conflicts between the Company and its customers, in addition to serving the communities surrounding the hospital units.
In 2023, we received 4,707 reports, approximately 43% more than in 2022. This increase is related to campaigns to adhere to the code and in-person training. The report type with the highest occurrence was deviant behavior, with 1,396 reports. After investigations, it was concluded that 33% of the complaints were substantiated or partially substantiated, and the appropriate measures were applied. We did not record any confirmed corruption cases.
Specifically on the topic of discrimination, 110 complaints were received, 29% of which were deemed substantiated or partially substantiated and internal, disciplinary and operational measures were applied. The increase in reports compared to 2022 can be explained by reinforced communication about the Whistleblowing Channel, as well as the fact that the topic was addressed more recurrently in in- person training, carried out by the Compliance team and the Diversity and Inclusion department.
In relation to local communities, we received 71 noise-related reports, with complaints originating from 21 (30%) of our hospital units. All were directed and addressed.
Once the reports submitted through the whistleblowing channel are forwarded to the parties in charge of investigating them, the Compliance department monitors their execution, assessing the actions taken. The effectiveness of the whistleblowing mechanism is ensured through the continuous monitoring of indicators systematically tracked by the Compliance Department via the whistleblowing channel.
¹. Does not include SulAmérica
Whistleblowing Channels
Cases involving Rede D’Or and Richet
Telephone
0800 377 8031
Website
www.canalconfidencial.com.br/canalconfidencial
E-mail canaldedenu[email protected]
Cases involving D’Or Consultoria
Telephone
0800 450 4510
Website
www.canalconfidencial.com.br/dorconsultoria
E-mail
[email protected]
Cases involving GSH
Telephone
0800 025 8846
Integrity Culture
GRI 3-3, 205-2
Among our main challenges are ensuring the dissemination and full understanding of our Compliance Policy, ensuring not only adherence to the Company’s rules, but also to our ethical principles by all our more than 71,000 employees, including our own and outsourced employees.
Through Academia Rede D’Or, we annually carry out several mandatory training sessions, regardless of position, on topics such as compliance, anti- corruption, Human Rights and refresher course on the Code of Conduct. In 2023, we also offered training on matters related to ethics, which covered a total of 16,474 people and over 11,000 training hours. In addition, several regular audits of ethical standards were carried out, which were monitored through processes established in our Integrity Program, such as the Whistleblowing Channel, unit reports and evaluations initiated by the department.
For further questions regarding ethical issues, employees can choose to contact us in person, by telephone or by email at [email protected]. The units also have focal points chosen by management and trained by our Compliance team.
In 2023, we also offered training on matters related to ethics, which covered a total of 16,474 people and over 11,000 training hours
Conflict of Interests
GRI 2-15
We have adopted a Corporate Standard for Conflict of Interests to guide employees and partners about the need to avoid any situation in which a possible personal interest conflicts with the obligations they have with our principles or potentially conflicts with Rede D’Or. We disapprove of any type of inappropriate use of one’s position at the Company or of the Company’s business relationship to obtain a personal benefit or advantage in relationships with third parties. All business activities, personal investment or work that may conflict with the employee’s ability to carry out their responsibilities with the Company must be communicated, evaluated and managed. Read more in our Code of Conduct.
Additionally, we implemented the Related-Party Transaction Policy, which establishes rules and procedures to ensure that all decisions involving transactions with related parties are made with the interests of the Company and its shareholders in mind and always in accordance with requirements for competition, compliance, transparency, equity and commutativity.
Our Bylaws and the Brazilian Corporation Law also establish that anyone who has conflicting interests with the Company cannot be elected as management member, unless exempted at the General Shareholders’ Meeting.
If any member of the Company’s management or of any of its subsidiaries or affiliated companies identifies any matter that may give rise to a conflict of interest between the Company and any related party, that person must, mandatorily, state the reasons for such conflict of interest to the Company’s Compliance Department before the conflict of interest situation is realized and refrain from participating in the decision-making process involving the corporate operation, business or transaction that may represent a possible conflict of interest situation. The situations that must be formally declared and previously approved are provided for in item 11.2 of the 2023 Reference Form (pages 484 to 486).
