1. BRAZILIAN CLEAN COMPANY ACT Marco A. de Gregorio
The materials presented are for general purposes only and do not constitute legal advice. The content and opinions expressed by the presenter do not constitute or imply endorsement by General Motors.

2. Brazil: 8th World Economy
Area : 8,514,877 sq km (5th largest)
Population : 203M (2015 est., 5th largest)
Total GDP: US$ 2,3 trillions
GDP per Capita : $ 11,173 (60th largest)
Sales of new cars: 3.4M in 2014 (7th largest)
Language : Portuguese
Legal System: Civil Law
Currency : Brazilian Real (BRL): 3.8 : 1 USD

3. General Motors in Brazil
90 years in Brazil
3rd global largest market for GM/Chevrolet
20,000 employees
596 GM dealers
~580,000 vehicles sold in 2014
Portfolio: Cars, SUVs and Light Duty Pickups

4. Transparency International: 69th position at the Corruption Perception Index 2014

5. FCPA
Brazil signed the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions
First Bill of Law imposing sanctions to Companies due to corruption acts
New Bill of Law (n. 39/2013) submitted by the Federal Government to Congress (current Clean Company Act)
Law enacted in 1st August 2013 requiring additional regulation

6. June 2013
Intense public demonstrations in Brazil
Social media mobilization
Initially against public the conditions of public transportation but moved to protests against public inefficiency and corruption
More than 3 million people on streets (several days) in 170 cities

7. March 2015
Corruption investigations (“Lava Jato”) and Petrobras scandal
Almost 2 million people attended the March 15th’s public demonstration in more than 200 cities
Social Media mobilization
Anti-corruption focus

9. Compliance Scenario - Brazilian Companies
47%
Of the companies do not monitor their budgets compliance framework and 33% reported having only USD 130,000 budget for the execution of compliance functions, while only 2% reported having higher budgets of R$ USD 650,000 in annual basis.
46%
of companies rated their compliance structure in the two lower maturity levels. However, when analyzing the answers to each of the elements and principles of compliance contemplated in the survey, it was observed that over 70% of companies do not have reasonable compliance mechanisms properly implemented.
42%
said that senior executives do not enforce that compliance is essential for the success of the company and business.
19%
do not have a compliance framework implemented to support governance and compliance culture.32% mentioned that the structure and the compliance function is being performed by the company for a maximum of three years.
17%
do not have a Code of Ethics implemented or updated in the light of the new Brazilian Anticorruption Law No. 12,846/ 13. While 40% have not implemented any anti-corruption policy and 43% have no ethics and compliance program mechanisms for monitoring compliance with mandatory training to the employees.

10. GM GLOBAL COMPLIANCE PROGRAM
GM Global Ethics & Compliance Center
Training tools
Code of Conduct
Global Policies
AwareLine
Strict enforcement

11. Global Policy
Mandatory Annual Trainings:
- Global Anti-Corruption Compliance - Integrity: Gifts, Hospitality and Anti-Corruption
- Reporting Wrongdoing & Business Misconduct

12. Confidential
Operated by a 3rd party company on behalf of GM.. Calls are never recorded or traced
Safe
GM does not tolerate retaliation against employees who report issues
Accessible
Toll free hotline and web form. Available 24 /7 in several languages

13. THANKS!