​​​ Policies and corporate documents

Investors

Policies and corporate documents

Policies and corporate documents

The fundamental principles that guide Vale's and its subsidiaries' actions are found in our Code of Conduct. These principles must be followed by everyone who acts on behalf of the company: the Executive Board and employees, interns, contractors and partners

Find out about our Code of Conduct
Find out about our Sustainability Global Policy
Find out about Vale´s By-Laws

Based on the Code of Conduct, our policies are established by the Board of Directors of Vale.
Find out more about important policies for investors:

Shareholder Remuneration

The shareholder remuneration Policy is in effect as follows:

1. The shareholder remuneration will be composed by two semi-annual installments, the first in September of the current year and the second in March of the subsequent year1.

2. The minimum amount of the remuneration will be 30% of the Adjusted EBITDA less Sustaining Investments 2 calculated based on the first half of the year results for the September installment, and on the second half of the year results for the March installment.

3. The Board of Directors may approve additional remuneration through the distribution of extraordinary dividends.

1 The Board of Directors may declare interest on capital in December of each year, for payment in March of the subsequent year. These amounts will be reduced from the March instalment.

2 Minimum remuneration = 0,3 x (Adjusted EBITDA – Sustaining Investments).

Download the Policy
Disclosure of Material Act of Fact and Securities Trading

This policy unifies two important themes: information disclosure and securities trading.

It regulates the disclosure of material information of Vale S.A. and its subsidiaries and is based upon basic principles such as transparency, information symmetry, fair treatment and respect for investor rights, adherence to the best global investor relations practices, compliance with the specific legislation of Brazil, USA, France and the regulations of the stock exchanges in which Vale’s securities are listed and traded.

This policy also promote the responsible trading of the securities issued by Vale, or related to them, eliminating any presumption of the inappropriate use of information relating to a Material Event or Fact about Vale. An Ato or Fato Relevante is an event or a fact that may significantly influence: the market price of securities issued or guaranteed by Vale or the decisions of investors to purchase, sell or retain such said securities, or to exercise any rights they may have regarding such securities.

Download the Policy
Related Parties Transactions and Conflicts of Interest Policy

This policy aims to establish principles and guidelines for conducting Transactions with Related Parties, and other situations of potential conflicts of interest involving Vale S.A. or its Subsidiaries, under commutative and market conditions, and excluding from the decision-making process any person(s) with potential conflicts of interest.

Download the Related Party Transaction Policy
Risk Management Policy

The main objective of the Risk Management Policy is to establish guidelines and guidance for the integrated management of all risks which Vale System entities are exposed. This policy applies to Vale, its wholly owned subsidiaries and shall be reproduced to its direct and indirect, subsidiaries in Brazil and in other countries, always respecting these companies’ constitutional documents and the applicable law. The principles of this Policy should be applied, whenever possible, by other entities in which Vale has equity interest in Brazil and in other countries. This group of entities, for the purposes of this Policy, is called "Vale System”.

Download the Risk Management Policy
Chief Executive Officer Succession Policy

It aims to establish procedures to guide the succession process of the Chief Executive Office (“CEO”) of Vale SA (“Vale” or “Company”) to ensure the continuity of the Company's business, as well as alignment of such process with corporate governance best practices and applicable law.

Download the Chief Executive Officer Succession Policy
Executive Directors Compensation Policy

Aims to establish general guidelines for defining the model and compensation management of the statutory members of Vale’s Executive Directors.

It is designed to be competitive in the global talent market and to allow Vale to be able to attract and retain highly skilled executives with experience and knowledge commensurate with the position required, besides encourage them to execute the strategy and promote the company’s success in the medium and long term, through behaviors and practices aligned with the interests of shareholders and Vale’s values, essential for generating sustainable return.

The compensation practiced by Vale, in addition to being directly impacted by the economic and financial results achieved by the company and the short and long term market value, has as one of its main focuses the improvement and strengthening of health and safety aspects, social progress and the environment.

Download the Executive Directors Compensation Policy
Global Anti-corruption Policy

The purpose of this policy is to reaffirm the commitment of do what is right, reinforcing the compliance culture, to accomplish the main requirements of anti-bribery and anti-corruption laws of the various jurisdictions and countries where Vale and its subsidiaries operate.

It applies to Vale and its wholly owned subsidiaries and must be adopted by its direct and indirect controlled entities in Brazil and in other countries, always in compliance with these companies’ constitutional documents and applicable laws. Adoption of this Policy is encouraged in other entities in which Vale has a participation interest, in Brazil and other countries.

Download the Policy
Management Nomination Policy

This policy set principles, criteria and procedures to guide the choice of managers for the positions of members of the Board of Directors, Advisory Committees and Executive Board, and of Officers who report to the Chief Executive Officer, in line with the best practices of corporate governance and applicable law.

Download the Policy
Policy for provision of audit services by the independent auditor

This policy establishes the guidelines and principles for engaging the external auditor for the performance of audit and audit related services for Vale S.A. and its subsidiaries consolidated financial statements, in compliance with the requirements under the applicable laws.

Download the Policy
Policy for Dam Safety and Geotechnical Mining Structures

The Vale Board of Directors has approved on October 8th, 2020, the creation of the Policy for Dam Safety and Geotechnical Mining Structures,“POL-0037-G”.

Download the Policy
People Policy

The main objective of this policy is to establish the commitments associated with People Management at Vale. Download the Policy

Download the Policy
Water and Water Resources Policy

This policy establishes the principles and commitments of Vale and entities of the Vale System for the water and water resources, to manage them in a sustainable and responsible manner throughout the entire lifecycle of our enterprises.

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Vale Management Model Policy - VPS

The objective of this Policy is to establish the guidelines of Vale’s Management Policy, considering its dimensions and elements, in accordance with Vale’s values.

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Diversity and Inclusion Policy

The objective of this Policy is to establish guidelines and commitments so that Vale's activities are guided by respect, inclusion, equity and appreciation of human and cultural diversity in the development of its activities, partnerships and in its production chain, in all regions where it is present and throughout the life cycle of its enterprises.

Download the Policy
Mining and metallurgical waste Management Policy

This policy establishes guidelines, commitments from Vale for the management of mining and metallurgical waste, in order to manage them sustainably throughout the entire production chain.

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Socioenvironmental Investments Policy

The objective of this policy is to establish general guidelines for the planning and implementation of socioenvironmental investments. Download the policy

Download the policy
Sanctions Compliance Policy

The objective of this policy is to establish guidelines to ensure that sanctions imposed against countries, entities and individuals by the main international rules and regulations are globally complied by Vale in conducting its business. Download the policy

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Human Rights Policy

The objective of this policy is to establish guidelines and general principles so that Vale´s actions are carried out with the respect for Human Rights in the development of its activities, partnerships and in its production chain, in all the regions where it is present and in the entire lifecycle of its enterprises.

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Indemnity Policy

This policy establishes principles, guidelines, limits and procedures that shall govern the indemnity commitments of Vale or its wholly-owned controlled companies (100% Vale) and the members of the Board of Directors, Advisory Committees to the Board, the Executive Board, Vale’s General Counsel and other beneficiaries covered by this Policy.

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Antitrust Policy

This policy establishes the general rules, principles, guidelines and commitments related to full compliance with competition laws, allowing the ethical development of Vale's activities, with active involvement and cooperation with the competent authorities.

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Consequence Management Policy

This policy to establish guidelines for the consequence management process when the ethical principles set out in the Code of Conduct or in Vale’s other normative documents are not complied with, characterizing a misconduct.

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Internal Audit Charter

This Charter establishes the principles and guidelines for the Internal Audit activity, as well as guides employees to support the activities performed by Internal Audit.

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