- Climate Change Policy
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This policy applies to Vale, its wholly owned (100%) 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 laws. Its
adoption is encouraged in other entities in which Vale has a
participation interest, in Brazil and in other countries.
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Drafting and Publication of Policies
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The guidelines contained in this Policy govern the structure and
processes for the drafting, revision, approval, disclosure and
dissemination of Vale’s Policies.
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Vale Group Business and Entity Management Policy
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This policy set principles and guidelines for the management of
Companies and Entities of the Vale Group, ensuring that best
Corporate Governance practices are consistently followed, as well
as ensuring a lean and functional organizational structure fully
adherent to Vale’s values and strategy.
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- Shareholder Remuneration
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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).
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Policy of Disclosure of Information and Securities Trading
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This Policy governs the disclosure of information and the trading
of securities issued by Vale S.A. (“Vale” or “Company”) and its
subsidiaries, and is based on the following basic principles: (a)
transparency, symmetryof information, fairness oftreatment and
respect for investor rights; (b) adherence to global best
practices in investor relations; (c) good faith; (d) use of means
to avoidthe inappropriate use of insiderinformation; and (e)
compliance with the specific legislation of Brazil and the United
States of America, where the shares issued by Vale are traded in
the form of American Depositary Receipt (“ADR”), with CVM and SEC
regulations, jointly referred to as “Regulatory Bodies”, and with
Stock Exchangesrules.
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Related Parties Transactions and Conflicts of Interest Policy
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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.
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- Risk Management Policy
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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”.
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- Chief Executive Officer Succession Policy
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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.
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- Executive Directors Compensation Policy
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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.
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- Global Anti-corruption Policy
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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.
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- Management Nomination Policy
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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.
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Policy for provision of audit services by the independent auditor
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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.
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Policy for Dam Safety and Geotechnical Mining Structures
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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”.
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- People Policy
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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
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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
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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
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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.
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Mining and metallurgical waste Management Policy
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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
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The objective of this policy is to establish general guidelines
for the planning and implementation of socioenvironmental
investments. Download the policy
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- Sanctions Compliance Policy
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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
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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
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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
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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
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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
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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.
The nomenclature of the position of Chief Compliance Officer will
be updated to Chief Audit and Compliance Officer after the Annual
Meeting of Shareholders on April 2022.
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