Code of Ethics
The code of ethics is a set of rules that define the standards of conduct expected by the organization and outline the behaviors of ARANDA SOFTWARE and the companies that make up the company’s operations as business partners, as well as all those subject to the code, in accordance with the ethical principles of integrity, responsibility, respect, and commitment to life.
Adopting this code represents both a corporate objective and a personal commitment, which we uphold responsibly; the collective sum of individual ethical conduct contributes to building a prestigious image, grounded in a culture based on the highest standards of behavior.
This Code of Ethics sets forth the ethical commitments and responsibilities in the management of business and corporate activities undertaken by the employees of ARANDA SOFTWARE.
To understand and internalize the information contained in the code of ethics and encourage those to whom it applies to follow these same principles.
Sign the documents, certifications, or statements specified by ARANDA to affirm awareness of and commitment to the code, and that actions have been taken without violating its provisions.
Act in accordance with the principles of integrity, responsibility, respect, and commitment to life.
Comply with the regulations governing the business activities carried out, as well as those related to the prevention of bribery, cross-border bribery, and corruption, and any other regulations addressing the ethical and compliance risks identified in this code.
The purpose and mission of ARANDA SOFTWARE is centered on carrying out activities for IT Service and Infrastructure Management, aligned with ITIL® best practices and focused on generating the greatest value for companies in the Latin American market.
To codify in this code of ethics the principles and values that underpin the Company, the standards of conduct, and the actions that must be upheld by all parties involved in the activities carried out at ARANDA SOFTWARE. Through the daily practice of employees and collaborators first and foremost, followed bycustomers and suppliers, this code will serve as a guide for internal interactions and the Company’s relationships with the community.
Below, as an integral part of our corporate governance practices, each employee will find a list of recommended practices and unacceptable behaviors that serve as a guide for carrying out their duties at the Company.
The company seeks to foster a relationship of trust in the areas where it operates, with those individuals, groups, or institutions whose contributions are essential to fulfilling the mission of ARANDA SOFTWARE, or who have an interest in that mission or in helping to achieve its objectives.
Stakeholders are those who participate in any activity that supports the comprehensive development of the results achieved through the services provided, first and foremost the shareholders, followed by employees, customers, and suppliers. In a broader sense, stakeholders also include all individuals or groups—as well as the organizations and institutions that represent them—whose interests are affected by the direct and indirect effects of the activities of ARANDA SOFTWARE.
Undesirable or unethical behavior undermines the relationship of trust between a company and its stakeholders. Any behavior—whether by an individual or an organization—that seeks to appropriate the benefits of others’ collaboration by exploiting positions of power is unethical and fosters hostile attitudes toward companies. A good reputation is an essential intangible asset. A good reputation in external relations fosters shareholder investment, customer loyalty, the attraction of top talent, supplier trust, and reliability in the eyes of creditors. In internal relations, it helps ensure that decisions are made and implemented without conflict and that work is organized without bureaucratic controls or excessive use of authority.
This Code also establishes ethical guidelines for our interactions with suppliers and customers. We require all our suppliers to adhere to our Code of Ethics and to comply with it in their business activities as our business partners. This document is not, nor does it claim to be, exhaustive, nor does it cover all situations in which an ethical conflict might arise. Therefore, situations not covered by this Code of Ethics will be resolved in accordance with the principles of fairness, justice, and mutual respect, along with the general principles set forth in the Universal Declaration of Human Rights, the Constitution, and internal codes, regulations, policies, and procedures. In case of doubt, the Compliance Officer or Legal Representative should be consulted.
Principles apply to all cultures, races, and faiths. They are enduring and timeless, and implicitly guide human behavior as a result of cultural evolution. Ethical principles are moral and philosophical guidelines that apply to all actions and describe the behavior expected of each of us in the course of our activities, both within and outside the company.
Ethical values are qualities we attribute to ways of being and acting, making them desirable traits in ourselves and others. Since they are fundamental to building peaceful coexistence within the framework of human rights, these values form part of our principles and guide our interactions, decisions, and practices.
The principles and provisions of this Code of Ethics apply to the members of the Board of Directors and other governing bodies of ARANDA SOFTWARE, as well as executives and employees linked to the company by contractual relationships of any kind, including occasional or temporary ones. Furthermore, ARANDA SOFTWARE requires its main suppliers to conduct themselves in accordance with the general principles of this Code.
Our company's general principles and values:
- Confidentiality:
- Ethics (Integrity and Transparency):
- Respect (effective communication, commitment to the environment)
- Excellence (Quality, Efficiency, and Effectiveness)
- Teamwork
- Empathy with the customer
- Positive Attitude and Passion
- Fostering curiosity or a desire to learn
- Proactivity
* All of these values apply to all stakeholders of ARANDA SOFTWARE.
Employees are expected to devote all their working hours and attention to their job responsibilities at ARANDA SOFTWARE. Conflicts of interest or even the mere appearance of such a conflict must be avoided. Conflicts of interest arise if employees engage in personal activities or interests to the detriment of the interests of ARANDA SOFTWARE. Conflicts of interest can arise in various situations, such as those described in the following examples:
The decision to enter into, renew, or terminate contracts with suppliers, customers, or other third parties must be based solely on objective and verifiable criteria, such as price, quality of service or product, and the reliability of the contracting party. Under no circumstances should this decision be affected or influenced by personal relationships, the pursuit of personal gain, or other personal interests, whether potential or actual.
The same rule applies to any decision involving the hiring of personnel. All decisions regarding the hiring of any applicant must be evaluated objectively based on their credentials, including qualifications, experience, and personal qualities. These decisions must not be influenced by the personal interests of the employee responsible for ARANDA SOFTWARE or because the applicant has a personal relationship with the person concerned.
Employees may not work for, or provide services to, companies that are competitors or have business relationships with ARANDA SOFTWARE, nor may they engage in any other type of work or activity that competes with it.
To hold, directly or indirectly (for example, through close associates), a financial interest in a competing company or a company that has a business relationship with ARANDA, where such financial interest exceeds 1% of the company’s total capital. The same restriction applies to ownership interests in business entities, whether direct or indirect, that do not require formal incorporation, such as associations.
Employees who have or suspect they may have a conflict of interest must report it to their immediate supervisor.
Any action or circumstance that may involve a conflict of interest or compromise impartiality is considered an ethical conflict of interest that violates the principle of integrity, given that private interests may prevail or decisions may be made for personal gain or the benefit of a third party and/or to the detriment of the company’s interests.
Conflicts of interest and ethical conflicts are forms of corruption.
Degrees of kinship
This refers to situations in which employees of ARANDA SOFTWARE are involved in matters in which they have a particular and direct interest in the management, control, or decision-making, or in which their spouse, domestic partner, or any relative within the fourth degree of consanguinity, second degree of affinity, or first degree of civil relationship has such an interest, or in which their de facto or legal partner or partners have such an interest.
In the event of potential conflicts of interest in the course of any activity, situations must be avoided in which the parties involved in the transactions are, or appear to be, in a conflict of interest. This refers to situations where an employee has an interest that differs from the company’s mission and the balance of interests of those involved, or where an employee benefits “personally” from the company’s business opportunities, as well as situations involving representatives of customers or suppliers.
No employee who has been entrusted with confidential information regarding ARANDA SOFTWARE, its suppliers, customers, or other business partners may disclose such information to any third party or use it for personal gain while working for ARANDA SOFTWARE or thereafter, unless:
such disclosure is made pursuant to a valid and enforceable confidentiality agreement,
Obtain prior written approval from ARANDA SOFTWARE from a duly authorized person (to the extent that confidential information of ARANDA SOFTWARE), or
prior written approval is obtained from a third party (to the extent that confidential information of a third party is involved), or
The disclosure of confidential information is permissible upon prior notice to any affected third party (if possible), if required by mandatory law, any government entity, court, or other judicial or regulatory body.
Compliance with internal, legal, and contractual confidentiality obligations is essential for protecting the interests and confidential information of ARANDA SOFTWARE, as well as its reputation as a trustworthy and reliable company. Any unauthorized disclosure of confidential information may cause significant harm to ARANDA SOFTWARE and its business partners. Confidential information includes any non-public technical or business information, including, but not limited to, each and every one of the following: lists of suppliers and customers, prices, discoveries, inventions, processes, methods, techniques, equipment, know-how, trade secrets, other proprietary and intellectual property rights, procedures, formulas, protocols, specifications, research and development, financial or marketing information, as well as business strategies and plans.
Employees are urged to immediately report any unauthorized disclosure of confidential information to their immediate supervisor.
The contributors to ARANDA SOFTWARE are an indispensable factor in its success. For this reason, the company is committed to ongoing training and promotes the value of human resources in order to improve and enhance the skills and competitiveness of each employee.
In entering into and managing contractual relationships that involve the establishment of hierarchical relationships—particularly with employees— ARANDA SOFTWAREis committed to acting in such a way that authority is exercised fairly and appropriately, avoiding any form of abuse.
Accordingly, ARANDA SOFTWARE guarantees that authority will not be exercised in a manner that undermines the dignity and autonomy of employees, and that decisions regarding work organization will uphold the value of employees.
ARANDA SOFTWARE guarantees the physical and moral integrity of its employees, working conditions that respect individual dignity, standards of conduct consistent with good manners, and safe and healthy work environments. Likewise, the company acts in such a way that incidents of intimidation or harassment do not occur in the workplace. Requests or threats intended to induce individuals to act contrary to the law or the Code of Ethics, or to adopt behaviors harmful to their moral and personal convictions and preferences, are not tolerated.
With regard to the transparency and integrity of information, employees must provide complete, transparent, understandable, and accurate information so that, when establishing relationships with the company, those involved can make independent decisions with a full understanding of the interests at stake, the available alternatives, and the relevant consequences.
In existing business relationships, it must be ensured that no one acting on behalf of or for the account of ARANDA SOFTWARE is able to take advantage of any contractual loopholes or unforeseen events to renegotiate the contract in order to benefit from the position of dependence or weakness in which their counterpart may find themselves, thereby committing intentional unlawful acts.
ARANDA SOFTWARE is committed to promoting free and fair competition, without illegal restrictions or agreements that restrict competition. Any violation of competition laws can have serious consequences for ARANDA, its reputation, and the employee of ARANDA who commits it. Such consequences may include the imposition of significant penalties, civil liability for damages, the invalidity of the contract entered into, and/or legal action against ARANDA and/or the person involved. Therefore, every employee of ARANDA must comply, at all times, with all competition regulations in the countries where we operate and compete in the market solely on the basis of ARANDA’s excellent prices, products, quality, and service ARANDA.
As a global company, ARANDA is subject to a multitude of competition laws that vary from country to country. Therefore, it can often be difficult to determine whether a proposed behavior or procedure may constitute a violation of local law. It is important to remember that an illegal agreement does not have to be in writing. So-called “gentlemen’s agreements” or concerted practices intended to restrict competition or trade in a particular market may also be illegal, even if they do not actually have an anti-competitive effect. When in doubt, employees should consult with Company management before taking any action. Employees of ARANDA must refrain from any conduct or activity that could create even the mere perception of illegal conduct.
Environmental protection
Promote awareness of the social significance of the work carried out by ARANDA SOFTWARE and the consequent need to give due consideration, in its development, to all the interests involved.
The governance structures responsible for ensuring that objectives are met are primarily the president and the shareholders. With regard to internal control and auditing, the Company has adopted the Transparency and Business Ethics Program, which aims to verify that the various business processes are adequate in terms of effectiveness, efficiency, and optimization; to safeguard the Company’s assets; and to ensure that operations comply with internal and external regulations and with corporate policies and guidelines designed to ensure sound and effective management.
ARANDA SOFTWARE provides all the necessary information so that investors’ decisions can be based on knowledge and understanding of business strategies and management developments, thereby helping to achieve the expected return on invested capital. All financial communications are characterized not only by strict compliance with regulatory requirements, but also by clear language, comprehensiveness, timeliness, and consistency in information for all investors.
Gifts, presents, and favors: No gifts of any kind are permitted that could be interpreted as exceeding normal business or courtesy practices or, in any way, intended to secure favorable treatment in the conduct of any activity related to the company. In any case, ARANDA SOFTWARE refrains from practices not permitted by applicable law, commercial customs, or the ethical codes—if known—of the companies or entities with which it maintains relationships.
Gifts from ARANDA SOFTWARE are intended to promote the brand image. The gifts offered—except for those of modest value—must be managed and authorized in accordance with the policies established by ARANDA SOFTWARE. Employees who receive unauthorized gifts or favors in the cases provided for must report this to the president and the compliance officer of ARANDA SOFTWARE , who will assess whether they are appropriate or not.
The company's communication with the communities in which it operates (including through the media) is guided by respect for the right to information; under no circumstances is the dissemination of false or biased news or comments permitted.
All communication activities comply with laws, regulations, and professional conduct standards, and are conducted with clarity, transparency, and timeliness, while safeguarding, among other things, price-sensitive information and trade secrets.
The selection of personnel to be hired is based on whether the candidates' profiles match the expected criteria and the company's various needs, while upholding the principle of equal opportunity for all interested parties.
All recruitment activities must be documented, and no activity may be carried out that deviates from the policies and procedures established by senior management. Furthermore, no activity previously established as a screening criterion for hiring may be disregarded.
Employees are hired under a legal employment contract; no form of illegal employment is permitted. Upon establishing the employment relationship, each employee receives detailed information regarding:
- The job description and the tasks to be performed;
- The terms and conditions of employment and compensation as set forth in the employment contract;
- The rules and procedures to be adopted in order to prevent potential health risks associated with work;
This information is presented to the employee so that they can accept it after fully understanding it.
In the areas of personnel management and development, as well as during the selection process, decisions are based on the alignment between the expected profiles and the profiles of employees (for example, in the case of a promotion or transfer) and/or on merit-based considerations (for example, the allocation of incentives based on achieved results).
In this context, it is particularly important for managers to communicate an employee’s strengths and weaknesses so that the employee can focus on improving their own skills through targeted training. ARANDA SOFTWARE provides all employees with informational and training tools, both in-house and online, with the aim of assessing their specific skills and maintaining the professional value of the workforce. The company offers institutional training at specific points in an employee’s career (for example, new hires receive an introduction to the company and its business) as well as ongoing training for operational staff.
Each employee’s training history is stored in the HR system to track training utilization and to design future training plans. All managers must optimize their employees’ work time by assigning tasks in accordance with their job responsibilities and work organization plans.
It constitutes an abuse of authority to request, as a matter of obligation toward a superior, benefits, personal favors, or any conduct that violates this Code of Ethics. We encourage employees to be actively involved in their work, promoting their participation in discussions and operational decisions aimed at achieving business objectives. Employees must participate in such discussions with a spirit of collaboration and independent judgment. Listening to diverse points of view, while always taking business needs into account, enables the person in charge to make final decisions; in any case, employees must always contribute to the completion of established activities.
Changes in Work Organization In the event of a reorganization of work activities, the value of human resources must be safeguarded by providing, whenever necessary, training and/or professional retraining. To this end, the company adheres to the following criteria:
- The costs of the workforce restructuring must be distributed as evenly as possible among all employees, in accordance with the effective and efficient conduct of business operations;
- In the event that new or unforeseen situations arise, the employee may be assigned tasks that differ from those previously performed, while ensuring that their professional competencies are maintained at all times.
ARANDA SOFTWARE respects every individual’s right to privacy. Therefore, we comply with all applicable laws and regulations regarding the collection, processing, and use of personal data. Any illegal collection, processing, or use of personal data belonging to our employees, suppliers, customers, and third parties is strictly prohibited. All personal data must be permanently safeguarded with appropriate care and protected against unauthorized access by third parties.
Information security measures ensure that all necessary controls and standards are in place to provide the required level of information availability, data integrity, and confidentiality.
These standards also prohibit, except in cases provided for by law, the disclosure or dissemination of personal data without the prior consent of the data subject, and establish rules for each employee to ensure compliance with privacy protection regulations. To this end, ARANDA SOFTWAREhas a personal data processing policy, which can be consulted by all stakeholders on the website https://arandasoft.com/.
The employee must act in good faith to fulfill the obligations set forth in the employment contract and all provisions of the Code of Ethics, ensuring compliance with the required standards; and must report, through the appropriate channels, any violation of the rules of conduct established by internal procedures.
The employee must be familiar with and comply with all provisions of the policies established by ARANDA SOFTWARE regarding information security to ensure its integrity, confidentiality, and availability. They must draft their own documents using clear, objective, and comprehensive language, allowing for relevant reviews by colleagues, supervisors, and authorized external parties who request such a review.
With regard to computer applications, each employee must:
- Strictly comply with corporate security policies to ensure that the functionality and security of IT systems are not compromised;
- Do not send threatening or abusive emails; do not use inappropriate language; do not make inappropriate comments that could offend someone and/or damage the company’s reputation;
- Do not visit websites with inappropriate or offensive content.
Contracts and communications with customers of ARANDA SOFTWARE (including advertising messages) must be:
- In compliance with current regulations, without resorting to evasive or otherwise improper practices (such as, for example, procedures or contractual clauses that are unfair to customers);
- Comprehensive, so that no information relevant to the customer's decision-making is overlooked;
- Available on company websites.
The purpose and intended audience of the communications determine, on a case-by-case basis, the choice of the most appropriate communication channels (receipts, telephone, newspapers, email) for conveying the content, without applying pressure or being overly insistent, and with a commitment not to use misleading or false advertising tactics.
Finally, the company must ensure that all relevant information is communicated in a timely manner regarding:
- Any amendments to the contract;
- Possible variations in the economic economic and technical terms and conditions for the provision of the service and/or sale of the products;
The company's approach to customer service is characterized by responsiveness, respect, and courtesy, with a focus on building collaborative relationships based on a high level of professionalism. In addition, ARANDA SOFTWARE is committed to minimizing all formalities required of its customers and to adopting simplified, secure, and—whenever possible—computerized and free payment procedures.
In any case, if the supplier or customer, in the course of their own business activities for ARANDA SOFTWARE, engages in conduct that does not comply with the general principles of this Code of Ethics and the provisions of the Transparency and Business Ethics Program, ARANDA SOFTWARE shall be entitled to take appropriate measures, including refusing to collaborate with said supplier in the future.
Particular attention should be paid to the drafting and management of contracts whose estimated value is particularly significant in relation to the supplier’s business volume. This is to ensure maximum transparency and efficiency in the procurement process.
The supplier’s commitment to specific social responsibilities (for example, measures to ensure that employees’ fundamental rights are respected, as well as the principles of equal treatment and non-discrimination, and protection against child labor exploitation);
The Control and Monitoring Department is responsible for the following tasks:
- Make decisions regarding significant violations of the Code of Ethics reported by the Compliance Officer of ARANDA SOFTWARE;
- To issue binding opinions regarding the review of key policies and protocols, in order to ensure their consistency with the Code of Ethics;
- Be responsible for the periodic review of the Code of Ethics.
The Code of Ethics is communicated to internal and external stakeholders through specific communication initiatives (for example, providing all employees with a copy of the Code, dedicating sections to it on the company’s intranet, including a notice regarding the adoption of the Code in all contracts, etc.).
In order to ensure that all employees of ARANDA SOFTWARE, the Human Resources department prepares and implements, in accordance with the guidelines of the Compliance Officer, an annual training plan designed to promote awareness of ethical principles and standards. Training initiatives vary according to the role and responsibilities of employees; for new hires, a specific training program is provided that explains the contents of the Code, compliance with which is required.
The company will impose disciplinary measures appropriate to the nature and circumstances of each violation of this Code.
Serious violations result in the employee's dismissal.
Illegal activities and unethical conduct constituting acts of corruption of which the company becomes aware must be sanctioned and penalized based on the findings of the investigation.
- Administrative penalties
- Educational consequences
- Warnings
- Termination of the contract
- Legal action
- Criminal penalties
Our Code of Business Ethics contains guidelines regarding individual and peer responsibilities, as well as responsibilities toward our employees, customers, suppliers, shareholders, and other stakeholders, including:
- Compliance with laws, rules, and regulations (including laws regarding the use of insider information).
- Protection of confidential information and any other private information, as well as that of our customers and suppliers.
- Protection and Proper Use of the Assets of ARANDA SOFTWARE.
- Respect fundamental rights and human rights in all our business operations.
- Compliance with the provisions of the Transparency and Business Ethics Program.
- Prohibition of Forced Labor and Child Labor
- Dealing with conflicts of interest.
- Protect the environment.
- Encourage reporting of any illegal or unethical behavior.
If an employee identifies any violation of the provisions of this Code of Ethics and the Transparency and Business Ethics Program, they must report it to the Compliance Officer. Reports may be submitted via email or by calling the Compliance Officer’s extension, as specified in the PTEE Program.
Any department may report violations of the Code of Ethics to the Compliance Officer—whether identified through reports from those involved or through audit activities—and, following the necessary analysis, will communicate to the president the violations and the resulting measures; The relevant business departments, following instructions from the president, define the measures, oversee their implementation, and prepare a report with the results for the head of internal audit at ARANDA SOFTWARE.